Andrew Boyer
Amneal PharmaceuticalsAbout Andrew Boyer
Executive Vice President, Chief Commercial Officer – Generics at Amneal Pharmaceuticals (AMRX). Joined Amneal on February 5, 2018 and has served as EVP, CCO – Generics since August 2020; previously SVP Commercial Operations post‑Combination and EVP Commercial Operations pre‑Combination. Education: Business Administration and Management, State University of New York at Albany. Age not disclosed. Company performance metrics tied to his pay include adjusted EBITDA in annual cash incentives (2023: $558M leading to a 121.4% company multiplier; 2024: $627.4M leading to a 110.0% company multiplier), and stock price growth PSUs (2021–2024 PSU tranche paid 0%; 2022–2025 PSU tranche paid at target) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Amneal Pharmaceuticals | EVP, Chief Commercial Officer – Generics | Aug 2020–present | Leads U.S. generics commercial strategy, launches, pricing stabilization |
| Amneal Pharmaceuticals | SVP, Commercial Operations (post‑Combination) | 2018–2020 | Scaled commercial operations during integration |
| Amneal Pharmaceuticals | EVP, Commercial Operations (pre‑Combination) | Feb 2018–2018 | Led commercial org prior to Combination closing |
| Teva Pharmaceutical Industries | President & CEO, North America Generics | Aug 2016–Feb 2018 | Ran NA generics P&L |
| Allergan (U.S. Generics Division) | SVP, Sales & Marketing | Sep 2006–Aug 2016 | Drove U.S. generics sales and marketing strategy |
| Allergan/Watson | Associate Director, Marketing – Generics | 1998–2006 | Built product marketing capabilities |
| Lederle/American Cyanamid; Barr Laboratories | National Accounts Manager; Marketing Manager | 1990s (not specified) | Managed key accounts and brand marketing |
External Roles
No public company board or external director roles disclosed for Boyer .
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | 600,000 | 600,000 | 600,000 |
| Target bonus % of base | 80% | 80% | 80% |
| Stock awards (grant‑date fair value, $) | 1,626,572 | 741,438 | 1,620,975 |
| Non‑equity incentive plan compensation ($) | 438,480 | 582,720 | 554,400 |
| All other compensation ($) | 16,886 | 18,531 | 18,927 |
Performance Compensation
Annual Incentive Plan (AIP) mechanics and outcomes
| Item | 2023 | 2024 |
|---|---|---|
| Adjusted EBITDA thresholds ($M) | Threshold: 437.75; Target: 515; Max: 643.75 | Threshold: 510; Target: 600; Max: 750 |
| Reported adjusted EBITDA ($M) | 558 | 627.4 |
| Company performance multiplier | 121.4% (after permitted $12M adjustment) | 110.0% (committee discretion modest increase) |
| Individual performance multiplier (Boyer) | 100% | 105% (complex launches, pricing stabilization) |
| Base salary used for AIP ($) | 600,000 | 600,000 |
| Target bonus % | 80% | 80% |
| Final AIP payout ($) | 582,720 | 554,400 |
| Payout timing | Generally paid in March following year | Generally paid in March following year |
Long‑Term Incentives (PSUs/RSUs) design and results
| Grant/Performance tranche | Metric & period | Payout schedule | Outcome/status | Reference |
|---|---|---|---|---|
| 2021 PSUs | Absolute stock price threshold $8.00; 3/1/2021–2/29/2024 | 0–200% of target | 0% payout; awards canceled | |
| 2022 PSUs | Stock price growth vs baseline; 3/1/2022–2/28/2025 | 0–200% of target | Paid at target; PSUs earned 100% | |
| 2023 PSUs | Stock price growth vs $2.34 baseline; 3/1/2023–2/28/2026 | 0–200%; 75% at 150%; 200% at 300%+ of target | As of YE2023, estimated above target; table shows maximum units | |
| 2024 PSUs | Stock price growth vs $5.66 baseline; 3/1/2024–2/28/2027 | 0–200%; 50% at 125%; 200% at 300%+ of target | In‑flight; earning/vesting at period end | |
| 2024 RSUs | Four equal annual tranches | 25% annually on grant anniversaries | In‑flight; standard retention design | |
| 2024 LTI mix (value) | 50% PSUs / 50% RSUs of $1,650,000 | — | Granted March 4, 2024 at $5.40 share price |
Equity Ownership & Alignment
- Beneficial ownership (as of March 11, 2024): 319,381 shares of common stock; 373,033 options; 0 RSUs; total 692,414; % of class denoted “*” (under SEC threshold for tabular precision) .
- Outstanding options (exercisable): 272,480 at $2.75 expiring 5/7/2028; 100,553 at $2.75 expiring 3/1/2029 .
- Unvested RSUs (with schedules and counts):
- 31,371 vest 3/1/2025
- 78,503 vest 3/3/2025 and 3/3/2026 (two equal installments)
- 149,083 vest 3/3/2025, 3/3/2026, 3/3/2027 (three equal installments)
- 152,778 vest 3/4/2025, 3/4/2026, 3/4/2027, 3/4/2028 (four equal installments)
- Unvested PSUs indicative counts and periods:
- 157,005 target units (2022 grant; earned at target post 2/28/2025)
- 397,554 maximum units (2023 grant; performance period to 2/28/2026)
- Stock ownership guidelines and pledging: No pledging or guideline compliance details are disclosed in the cited sections; beneficial ownership table indicates less than 1% individual ownership .
Employment Terms
- Agreement effective February 5, 2018; initial term to June 30, 2022; auto‑renews for one‑year periods unless 90‑day non‑renewal notice .
- Mod. No. 1 (effective Aug 1, 2020): role changed to EVP, CCO – Generics; base salary set at $600,000 (from $661,917); granted RSUs with $300,000 fair value, vesting 1/3 on 6/30/2021, 6/30/2022, 6/30/2023 .
- Mod. No. 2 (effective Mar 1, 2023): term extended to March 31, 2025; administrative amendment to reflect employment with Amneal LLC post Reorganization .
- Bonus eligibility: target 80% of base with personal performance multiplier 0–150% .
- Covenants: confidentiality, non‑competition, non‑solicitation, non‑disparagement .
Severance Economics
- Without change in control: two times base salary; pro‑rata current‑year bonus based on actual performance and prior year’s bonus if unpaid; 2 years healthcare; accelerate equity to extent it would have vested by first anniversary; outplacement up to 2 years .
- With change in control (three months pre to 24 months post): two times base salary plus two times target bonus; pro‑rata current‑year bonus; 2 years healthcare; full acceleration of equity; outplacement up to 2 years .
Modeled termination values (as of 12/31/2024)
| Scenario | Cash | Accelerated RSUs | PSUs | Health & outplacement | Total |
|---|---|---|---|---|---|
| Without change in control | $1,754,400 | $1,255,410 | $4,997,108 | $122,192 | $8,129,110 |
| With change in control | $2,714,400 | $3,260,941 | $4,997,108 | $122,192 | $11,094,642 |
| Death/Disability | $0 | $0 | $4,997,108 | $0 | $4,997,108 |
Investment Implications
- Pay‑for‑performance alignment: Annual cash incentives tied to adjusted EBITDA with clear thresholds; Boyer’s 2024 individual multiplier (105%) was awarded for execution on complex launches and price stabilization driving adjusted EBITDA, signaling measurable linkage between operational delivery and cash payouts .
- Retention and insider selling pressure: Multi‑year RSU ladders through 2028 plus in‑flight PSU cycles likely create regular vesting events; upcoming 2025–2028 RSU tranches (31,371; 78,503; 149,083; 152,778 across dates) may translate to periodic Form 4 activity, implying modest, predictable supply overhang rather than one‑time blocks .
- Ownership alignment: Beneficial ownership is below 1%; while options are substantial and in‑the‑money potential exists, equity exposure relies primarily on PSU/RSU outcomes; alignment improves if stock price growth targets are achieved in 2024–2027 PSU cycle .
- Change‑of‑control economics: Double‑trigger benefits with 2x salary+2x target bonus and full equity acceleration could raise transaction costs but also reduce retention risk through deal‑certainty for the executive team .
- Execution track record: 2023–2024 committee rationale cites Boyer’s contribution to product launches and pricing discipline; 2022–2025 PSUs paid at target, while 2021–2024 tranche paid 0%, evidencing balanced outcomes across cycles; signals disciplined performance calibration rather than discretionary windfalls .