Christopher Mutz
About Christopher Mutz
Christopher K. Mutz is Senior Vice President, Head of Rare Disease at ANI Pharmaceuticals (ANIP), a role he has held since February 2021. He has 25+ years in pharma, including leadership roles at Alexion and Merck, and holds a B.A. in Biology from the University of Virginia and an M.B.A. from Cornell University . As of April 10, 2025, he is 54 years old . Under his remit, Rare Disease revenues rose to $229.6 million in 2024 from $112.1 million in 2023, while ANIP achieved 2024 net revenues of $614.4 million and Adjusted non-GAAP EBITDA of $156.0 million, leading to 200% corporate bonus achievement for the year .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Alexion Pharmaceuticals | Various leadership roles incl. leading U.S. commercial ops/strategy | 2011–2019 | Led strategy for launch of SOLIRIS in two rare diseases; achieved two breakthroughs in ultra-rare enzyme replacement therapies |
| Merck & Co. | Various marketing positions; led oncology team (China); Sr. Director U.S. Marketing of TEMODAR | 2001–2011 | Oncology leadership in China; Merck Division Award for outstanding contribution; led U.S. marketing for TEMODAR |
| Consulting (multiple early-stage rare disease/oncology companies) | Commercial strategy consulting (pre-launch, lifecycle) | 2019–2021 | Commercial diligence and lifecycle strategy across rare disease and oncology |
External Roles
No public company directorships or external board roles disclosed for Mutz in the proxy .
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $412,000 | $428,480 | $455,000 |
| Target Bonus (% of Salary) | 50% | 50% | 50% |
| Actual Cash Incentive Payout ($) | $144,200 | $428,480 | $455,000 |
| Other Compensation ($) | $12,200 401(k) match; — life insurance reimbursement | $13,200 401(k) match; $2,189 life insurance reimbursement | $13,800 401(k) match; $3,000 life insurance reimbursement |
Performance Compensation
- Annual Incentive Plan Design (2024)
- Weighting: Corporate 70% / Functional 30% for other NEOs (incl. Mutz) .
- Corporate financial targets: Revenues $501–$530 million (25%); Adjusted non-GAAP EBITDA $119–$134 million (25%); strategic/business objectives (remaining 50%) .
- Results: Revenues $614.4 million; Adjusted non-GAAP EBITDA $156.0 million; corporate objectives achieved at 200% of target; Mutz’s payout 200% of target ($455,000) .
| Metric | Weighting | Target | Actual | Payout | Vesting/Payment |
|---|---|---|---|---|---|
| Corporate Revenues | 25% | $501–$530M | $614.4M | 200% | Cash, annual |
| Corporate Adjusted non-GAAP EBITDA | 25% | $119–$134M | $156.0M | 200% | Cash, annual |
| Functional/Strategic (Rare Disease) | 30% | Business unit/strategic goals | “Drove Rare Disease overperformance at $229.6M in sales; compliance strengthening” | 200% | Cash, annual |
- Long-Term Incentives (LTI)
| Year | Grant Date | Instrument | Shares at Grant | Target/Grant Date Value ($) | Performance/Terms |
|---|---|---|---|---|---|
| 2024 | 02/14/2024 | Restricted Stock (RSA) | 18,790 | $1,054,119 (grant-date fair value) | Vests 25% annually over 4 years |
| 2024 | 02/14/2024 | Performance Stock Units (PSU) | 6,263 target | $443,890 (grant-date fair value) | 3-year cliff (2024–2026); 50% Adj. EBITDA Growth, 50% relative TSR; 50–200% payout; capped at target if TSR negative |
| 2023 | 02/28/2023 | Restricted Stock (RSA) | 17,369 | $726,719 (grant-date fair value) | Vests 25% annually over 4 years |
| 2023 | 02/28/2023 | Performance Stock Units (PSU) | 5,789 target | $319,813 (grant-date fair value) | 3-year cliff (2023–2025); 50% Adj. EBITDA Growth, 50% relative TSR; 50–200% payout; cap at target if TSR negative |
| 2021 | 02/15/2021 | Stock Options | 33,758 total; 25,318 exercisable, 8,440 unexercisable as of 12/31/24 | — | Strike $31.49; 10-year term; vests 25% annually over 4 years |
Equity Ownership & Alignment
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Beneficial Ownership (as of March 14, 2025)
- Shares beneficially owned: 124,754; <1% of outstanding (21,600,973 common shares outstanding) .
- Stock ownership guidelines: Executive officers must hold stock equal to 1x salary; all executive officers have achieved the guideline .
- Anti-pledging: Directors/officers are prohibited from margining or pledging Company securities . Insider Trading Policy prohibits derivative/hedging transactions and short sales; filed as an exhibit to the 2024 Form 10-K .
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Outstanding Equity and Vesting Schedule (as of 12/31/2024)
| Grant Date | Instrument | Exercisable (#) | Unexercisable/Unvested (#) | Strike ($) | Expiry | Market Value/Notes |
|---|---|---|---|---|---|---|
| 02/15/2021 | Stock Options | 25,318 | 8,440 | 31.49 | 02/14/2031 | Vests over 4 years; in-the-money vs $55.28 reference price used in proxy valuations |
| 02/15/2021 | Restricted Stock | — | 4,034 | — | — | $223,000 market value (at $55.28) |
| 03/24/2022 | Restricted Stock | — | 9,714 | — | — | $536,990 market value |
| 04/27/2022 | Restricted Stock | — | 3,238 | — | — | $178,997 market value |
| 02/28/2023 | Restricted Stock | — | 13,027 | — | — | $720,133 market value |
| 02/28/2023 | PSUs (target) | — | 5,789 | — | — | $640,032 market value (assumes 200% of target at $55.28 per proxy method) |
| 02/14/2024 | Restricted Stock | — | 18,790 | — | — | $1,038,711 market value |
| 02/14/2024 | PSUs (target) | — | 6,263 | — | — | $692,437 market value (assumes 200% of target at $55.28) |
Notes:
- RSA awards vest 25% annually on each anniversary of grant .
- PSU awards cliff-vest after 3 years based on Adj. EBITDA Growth and relative TSR performance; 50–200% payout; cap at target if TSR negative .
- Option awards vest 25% annually; strike $31.49; expire in 2031 .
Employment Terms
- Employment agreement: Dated February 10, 2021 (Exhibit reference), employment at-will .
- Severance (non-CIC “Qualifying Termination”): 12 months base salary; up to 12 months COBRA reimbursement; if termination after June 30, pro-rated max target bonus for that fiscal year; a lump sum equal to annual maximum bonus at first anniversary; 12 months additional time-based equity vesting; options exercisable up to 18 months post-termination .
- Change-in-Control (double-trigger, within 24 months): 24 months base salary; pro-rated annual maximum bonus for year of termination; two annual payments equal to target bonus on next two anniversaries; COBRA during CIC severance period; full acceleration of time-vested equity; PSUs vest based on performance achieved as of CIC; outplacement up to $10,000; 280G/4999 cutback to maximize after-tax benefit (no tax gross-up) .
- Potential Payments (as of 12/31/2024; illustrative, using $55.28 per share)
| Scenario | Base Salary Continuation ($) | Bonus Payments ($) | Benefits ($) | Outplacement ($) | Equity Awards ($) | Total ($) |
|---|---|---|---|---|---|---|
| Qualifying Termination (non-CIC) | 455,000 | 910,000 | 30,000 | — | 1,610,195 | 3,005,195 |
| Qualifying Termination within CIC Period | 910,000 | 1,365,000 | 60,000 | 10,000 | 3,564,840 | 5,909,840 |
Additional governance:
- Clawback: Dodd-Frank compliant clawback policy adopted Dec 2, 2023; applies to incentive compensation for 3 fiscal years preceding a restatement .
- Insider trading policy: prohibits derivatives/hedging and short sales; anti-pledging prohibits pledging/margining by directors/executives .
Investment Implications
- Alignment and upside: Large unvested equity across multi-year RSAs and PSUs, in-the-money options (strike $31.49 vs $55.28 reference) and PSU structures tied to Adjusted EBITDA growth and relative TSR create leverage to sustained execution; ownership guidelines met, with anti-pledging and hedging prohibitions supporting alignment .
- Retention: Double-trigger CIC terms (24 months salary plus bonus streams and full time-based equity acceleration; performance awards vest based on actuals) plus substantial unvested equity reduce near-term attrition risk but increase potential CIC costs; no excise tax gross-up for Mutz (cutback applies) is shareholder-friendly versus some peers .
- Pay-for-performance: Two consecutive years of 200% annual bonus payout for Mutz reflect outperformance on corporate and functional metrics; introduction and continuation of PSUs since 2023 improved the risk profile versus prior time-based equity-only approach .
- Execution track record: Rare Disease revenue nearly doubled to $229.6 million in 2024, with documented functional achievements under Mutz’s leadership, underpinning elevated variable pay outcomes and supporting continued investment focus on Rare Disease commercialization .
- Governance and shareholder sentiment: Strong 2024 “Say on Pay” approval (95.5%) and presence of a clawback policy mitigate governance risk; continued monitoring warranted on aggregate dilution (burn rate/overhang) though levels are within historical ranges disclosed .