Robin Kramer
BIOGENAbout Robin Kramer
Robin C. Kramer is Biogen’s Chief Financial Officer (CFO), appointed effective upon the retirement of prior CFO Michael McDonnell on March 1, 2025; she previously served as Senior Vice President and Chief Accounting Officer since 2020 and joined Biogen in 2018 . She holds a B.S.B.A. in Accounting from Salem State University and is a licensed CPA; prior roles include senior finance positions at Hertz, Fisher Scientific, and Gillette, and audit partner tenures at Deloitte & Touche, Ernst & Young, and Arthur Andersen; she was 59 at the time of the October 30, 2024 announcement . Under her CFO tenure, Biogen’s Q2 2025 results showed 7% revenue growth year over year and 4% non‑GAAP diluted EPS growth (9% excluding IPR&D), with $134M free cash flow, $2.8B cash, and ~$3.5B net debt; guidance was raised for 2025 . For 2024, Biogen reported $9.7B revenue, 40% GAAP diluted EPS growth, 12% non‑GAAP diluted EPS growth, ~$2.9B operating cash flow and ~$2.7B free cash flow, exceeding targets .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Biogen | Executive Vice President, Chief Financial Officer | 2025–present | Principal financial officer; raised FY25 guidance; refinanced $1.75B notes; continued Fit for Growth execution . |
| Biogen | Senior VP / Chief Accounting Officer (also led Global Business Services and Treasury) | 2020–2025 | Oversaw key finance functions; board/audit engagement; supported M&A and strategic initiatives . |
| Biogen | Vice President, Chief Accounting Officer | 2018–2020 | Built/led accounting controls; prepared for later CFO transition . |
| Hertz Global Holdings | Senior finance roles | Prior to 2018 | Public-company finance leadership . |
| Fisher Scientific International | Senior finance roles | Prior to 2018 | Corporate finance and integration experience . |
| The Gillette Company | Senior finance roles | Prior to 2018 | Global FP&A/controllership exposure . |
| Deloitte & Touche; Ernst & Young; Arthur Andersen | Audit Partner | Prior to 2018 | Capital markets/audit leadership; control environment expertise . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Armata Pharmaceuticals | Chair of the Board and Audit Committee | Current (as of Oct 2024) | Public company governance and audit oversight . |
| Center for Women and Enterprise | Board of Directors; Finance Committee | Current (as of Oct 2024) | Non-profit stewardship . |
Fixed Compensation
| Component | Terms |
|---|---|
| Base salary | $750,000 (upon CFO appointment) . |
| Target annual bonus | 80% of base salary (eligibility prorated by promotion date) . |
| 2025 LTI target grant value | $3,750,000, granted per LTI plans/guidelines at time of grant . |
| Supplemental benefits | Life insurance equal to 3x salary; eligibility for Supplemental Savings Plan (SSP) and up to $7,500/yr for tax/financial planning and executive physicals . |
Performance Compensation
Annual Bonus Plan – Company Framework (2024 reference design)
| Metric | Weight | Threshold | Target | Max | 2024 Achieved | Company Multiplier |
|---|---|---|---|---|---|---|
| Revenue | 35% | $8,412M | $8,855M | $9,298M | $9,032M (AOP-adjusted) | 105.0% |
| Non‑GAAP diluted EPS | 35% | $13.62 | $15.30 | $16.19 | $16.33 (AOP‑adjusted) | 150.0% |
| Pipeline development | 25% | Achievement | Achievement | Achievement | Goal maximum | 150.0% |
| Corporate responsibility | 5% | Achievement | Achievement | Achievement | At goal | 100.0% |
| Overall company multiplier | 132.0% |
Notes: 2024 plan included individual performance multipliers (0–150%) with combined cap 225%; no payout if company multiplier <50% .
Long‑Term Incentives – Executive Officer Design (2024 program)
| Award | Proportion | Metrics | Performance period | Payout range | Vesting |
|---|---|---|---|---|---|
| Performance Stock Units (PSUs) | 60% | 50% relative TSR (vs. 2024 peer group + NBI ≥$5B mkt cap); 50% EPS CAGR | 2024–2026 | 0–200% of target; absolute TSR cap at target if negative | 3‑year cliff . |
| Restricted Stock Units (RSUs) | 40% | Time‑based | n/a | n/a | 1/3 annually over 3 years . |
Additional pay-for-performance evidence: 2022 PSU program (rTSR metric) paid 0% (below 25th percentile), reducing realizable pay for executives holding those grants .
Equity Ownership & Alignment
- Stock ownership guidelines: CEO 6x salary; Executive Vice Presidents (incl. CFO) 3x salary; Chief Accounting Officer 1x salary . Executives have five years from initial appointment to comply; until met, 100% of vested stock from LTI must be held . Ms. Kramer became an “executive officer” with the CFO appointment on February 28/March 1, 2025 per company disclosures .
- Hedging/pledging: Company policy prohibits hedging, short sales, purchasing on margin, borrowing against accounts holding company securities, and pledging company securities as collateral .
- Trading plans: Non‑employee directors must use pre‑established Rule 10b5‑1 plans for personal sales; trading windows/blackouts apply . (Employees and officers are covered by the broader insider trading policy) .
- Annual LTI grant timing: Historically granted at the February Board meeting; awards are not timed around MNPI .
Data not disclosed: Ms. Kramer’s individual beneficial share ownership was not itemized in the 2025 proxy’s named officer table; she was not a 2024 NEO. The proxy lists all current executive officers and directors as a group (267,413 shares beneficially owned) and appoints Ms. Kramer as a proxy for the 2025 Annual Meeting .
Employment Terms
| Term | Detail |
|---|---|
| CFO effective date | Effective upon Michael McDonnell’s retirement; company most recently disclosed March 1, 2025 (previous 8‑K referenced Feb 28, 2025) . |
| At‑will; restrictive covenants | Employment at‑will; required to execute Employee Proprietary Information and Inventions and Non‑Compete Agreement upon becoming an executive officer . |
| Severance (non‑CIC) | Executive VP plan: lump sum equal to minimum 12 months of then‑annual base salary + target bonus, plus 2 additional months per full year of service, capped at 21 months . |
| Severance (CIC, double‑trigger) | Within 2 years post‑transaction: lump sum equal to 2x then‑annual base salary + target annual bonus; continuation of medical/dental benefits per plan . |
| Clawbacks | Clawback policies exceed Dodd‑Frank; 2023 Dodd‑Frank‑compliant policy adopted for erroneously‑paid compensation in case of certain restatements; forfeiture across cash/LTI for detrimental or competitive activity . |
| Other perquisites | Life insurance (3x salary; imputed income not grossed up), SSP eligibility, up to $7,500/yr for tax/financial planning and executive physicals . |
Performance & Track Record
| Period | KPI | Result |
|---|---|---|
| FY 2024 | Revenue | $9.7B public revenue reported . |
| FY 2024 | GAAP diluted EPS growth | 40% YoY . |
| FY 2024 | Non‑GAAP diluted EPS growth | 12% YoY . |
| FY 2024 | Net cash from operations | ~$2.9B . |
| FY 2024 | Free cash flow | ~$2.7B . |
| Q2 2025 (CFO remarks) | Revenue growth (YoY) | 7% . |
| Q2 2025 (CFO remarks) | Non‑GAAP diluted EPS growth (YoY) | 4%; 9% excluding acquired IPR&D (EPS would have been $5.73) . |
| Q2 2025 (CFO remarks) | Free cash flow | $134M (noting heavy Q2 cash tax timing of ~$745M) . |
| Q2 2025 (CFO remarks) | Cash; Net debt | $2.8B cash; ~$(3.5)B net debt . |
| Q2 2025 (CFO remarks) | Capital structure | Issued $1.75B new debt and fully redeemed $1.75B notes due September; ~+$15–$20M interest expense in 2025; guidance updated . |
| 1H 2025 (CFO remarks) | Guidance | Company raised full‑year 2025 guidance based on 1H strength . |
Additional CFO certifications and authority:
- Signed SOX 302/906 certifications as CFO for Q1, Q2, and Q3 2025; signed as principal financial officer on 10‑Q exhibit index .
Compensation Structure Analysis
- Increased performance leverage: In 2024 Biogen raised the performance‑based equity portion to 60% of total LTI (from 50% in 2023) and added an EPS CAGR metric alongside rTSR; absolute TSR cap applies, reinforcing downside alignment .
- Pay outcomes linked to results: 2022 PSUs paid 0% due to sub‑threshold rTSR, reducing realized pay; 2024 annual bonus company multiplier was 132% on above‑target EPS and pipeline execution .
- Program governance and investor support: 2024 Say‑on‑Pay received >95% support; stockholder feedback cited transparency and performance alignment; robust ownership, anti‑hedging/pledging, and clawback policies .
Compensation Peer Group (for benchmarking)
| Biotechnology peers | Pharmaceutical peers |
|---|---|
| Amgen; Alnylam; BioMarin; Gilead; Incyte; Moderna; Neurocrine; Regeneron; Seagen (acquired 2023); United Therapeutics; Vertex | AbbVie; Bristol‑Myers Squibb; Eli Lilly; Jazz Pharma; Merck & Co. |
Say‑on‑Pay & Shareholder Feedback
- 2024 Say‑on‑Pay approval: >95% support .
- Key enhancements cited by investors: simplified and more objective annual bonus framework; increased PSU mix to 60%; added EPS CAGR; expanded rTSR comparator group .
Equity Ownership & Beneficial Ownership Table (Disclosure snapshot)
- The 2025 proxy discloses beneficial ownership for NEOs and directors; Ms. Kramer was not a 2024 NEO and her individual holdings were not itemized; all current executive officers and directors as a group owned 267,413 shares (including 65,784 subject to options/stock units) as of April 21, 2025 .
Employment Terms Summary Table (CFO)
| Pay/Term | Detail |
|---|---|
| Salary | $750,000 |
| Target bonus | 80% of salary |
| 2025 LTI target | $3,750,000 |
| Severance (non‑CIC) | 12 months base+target bonus plus 2 months per full year of service; capped at 21 months |
| Severance (CIC, double‑trigger) | 2x (base + target bonus); benefits continuation per plan |
| Ownership guidelines | 3x salary for EVPs; 5 years to comply; hold‑until‑met requirement |
| Hedging/pledging | Prohibited |
| Grant timing | Typically February Board meeting |
Investment Implications
- Alignment and incentives: Ms. Kramer’s package skews toward performance‑based equity (companywide design: 60% PSUs tied to rTSR and EPS CAGR), with robust clawbacks and ownership rules (EVP 3x salary within 5 years), supporting long‑term value alignment and reducing hedging/pledging‑related risk .
- Retention and change‑in‑control economics: Non‑CIC severance scales with service (capped), and double‑trigger CIC provides 2x salary+target bonus, offering meaningful retention without single‑trigger acceleration; no perquisite tax gross‑ups are disclosed beyond standard imputed income .
- Near‑term trading pressure: RSUs vest annually and PSUs cliff‑vest at 3 years; customary sell‑to‑cover could occur at vesting, but hedging/pledging prohibitions, ownership‑holding requirements, and structured grant timing mitigate adverse signaling .
- Execution track record and signals: As CFO, Kramer oversaw Q2 2025 guidance raise, balance‑sheet refinancing, and continued cost discipline (Fit for Growth), with measured revenue/EPS growth; these actions support confidence in operational execution and capital stewardship .