Cristian Massacesi
Executive Vice President, Chief Medical Officer and Head of Development at BMY
Executive
About Cristian Massacesi
Cristian Massacesi, MD, is Executive Vice President, Chief Medical Officer, and Head of Development at Bristol Myers Squibb, effective August 1, 2025, leading early- and late-stage development across all therapeutic areas and reporting to the CEO . He previously served as Chief Medical Officer of AstraZeneca and Alexion and Oncology Chief Development Officer at AstraZeneca, where he led a 3,000+ person organization, advanced 150+ clinical studies and secured multiple global approvals; he is a trained medical oncologist with an MD from Marche Polytechnic University and oncology training at the Royal Marsden Hospital, Kaplan Comprehensive Cancer Center, and the European Institute of Oncology . His mandate aligns with BMS’s multi‑year strategy to reshape growth—2024 revenue grew 7% YoY to $48.3B with the Growth Portfolio at 47% of sales and a cost‑savings program extended through 2027 , and 2025 YTD results show continued Growth Portfolio momentum (+18% YoY in Q2 and Q3) and upgraded full‑year revenue guidance .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| AstraZeneca / Alexion | Chief Medical Officer (AZ & Alexion); Oncology Chief Development Officer (AZ) | — | Led 3,000+ employees; advanced 150+ clinical studies; secured multiple global approvals . |
| Pfizer | Senior R&D leadership | — | Oversaw development programs across solid tumors and hematologic malignancies . |
| Novartis | Senior R&D leadership | — | Oversaw development programs across solid tumors and hematologic malignancies . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | No public company directorships disclosed | — | Appointment release and BMS bio do not list external public boards . |
Fixed Compensation
- No compensatory arrangements (salary, target bonus, or sign-on equity) for Dr. Massacesi were disclosed in the July 25, 2025 appointment 8-K/press release; expect details in a subsequent 8-K or the 2026 proxy .
- BMS executive pay architecture (for senior executives/SVP+):
- Base salary reviewed against peers and role scope; updated with promotions/increased responsibility .
- Annual Incentive Plan (AIP): 2024 design for SVP+ weighted 35% Growth Portfolio Revenue (ex-FX), 30% non-GAAP Operating Income, 25% Pipeline, 10% Sustainability Scorecard; no individual performance modifier for senior executives (team-based payout) .
- Long-Term Incentives (LTIs): Performance Share Units (PSUs) tied to 3-year Growth Portfolio Revenue (40%), non-GAAP Operating Margin (25%), and relative TSR (35%); Market Share Units (MSUs) measured on 3-year Total Return with vest at end of period (2024 design) .
Performance Compensation
BMS 2024 AIP structure and outcome (applies to SVP+ design Dr. Massacesi will participate in going forward):
| Metric | Weight (SVP+) | Target | Actual | Payout/Result |
|---|---|---|---|---|
| Non-GAAP Operating Income ($M) | 30% | $17,500 | $18,577 | 138.45% |
| Growth Portfolio Revenue (Ex-FX) ($M) | 35% | $22,500 | $22,799 | 100.00% |
| Pipeline Score (1–5) | 25% | 3 | 4.9 | 195.00% |
| Sustainability Scorecard (1–5; SVP+) | 10% | 3 | 4.0 | 150.00% |
| Company Performance Factor (weighted total) | 100% | — | — | 140.29% |
Additional design details:
- AIP metrics’ rationale and definitions (e.g., Growth Portfolio excludes LOE brands; Scorecard targets on environmental and human capital goals) are detailed in the proxy .
- PSUs/MSUs structure: grants typically approved early March with a March 10 effective grant date; PSUs pay after a 3-year period on Growth Portfolio Revenue, non-GAAP Operating Margin, and relative TSR; MSUs measure 3-year Total Return with vest at the end of the 3-year period (2024 design) .
Vesting schedules and potential selling pressure indicators:
- Standard annual equity awards occur on March 10, creating predictable vesting/measurement cadences that can concentrate insider selling windows around vest/payout dates (subject to trading windows and pre‑clearance) .
- RSUs may be used as inducement or recognition grants; an example 2024 RSU grant vested in three equal annual installments, a pattern often used for retention; any such inducement grant to Dr. Massacesi (if awarded) will be disclosed in an 8-K or proxy .
Clawbacks and conduct gating:
- Robust recoupment policy covering bonuses and long-term equity; separate NYSE/Dodd-Frank restatement clawback implemented in Dec 2023 .
- Executive transactions require pre‑clearance; hedging/speculative transactions and pledging/margin accounts are prohibited .
Equity Ownership & Alignment
| Item | Status / Policy | Evidence |
|---|---|---|
| Initial beneficial ownership | Form 3 filed Aug 5, 2025 shows “No securities are beneficially owned” | |
| Stock ownership guideline | EVP guideline 3× base salary; hold 100% of net shares until guideline met; after achieving, retain 75% of newly acquired shares for 1 year | |
| Hedging/pledging | Prohibited (no pledging; no speculative/hedging transactions) | |
| Trading controls | Section 16 officers require permanent pre‑clearance; accounts restricted to enforce policy |
Implication: initial ownership is zero with future alignment driven by annual LTI grants and any sign‑on equity; watch for Form 4s disclosing inducement grants/first annual award and any Rule 10b5‑1 plan adoption .
Employment Terms
| Topic | Key terms | Evidence |
|---|---|---|
| Severance (Senior Executive Severance Plan) | If involuntary without cause or voluntary for “good reason”: cash severance equal to 2× base salary for senior‑most executives (incl. NEOs), 1.5× for other senior execs; continuation of subsidized healthcare and basic life insurance up to 56 weeks or until new employment; outplacement | |
| “Good reason” definition | Material base salary reduction; material diminution of authority/duties; relocation >50 miles | |
| Change‑in‑Control (double‑trigger) | Protection period generally 24 months post‑CIC; upon qualifying termination: 2× (base salary + target annual bonus) cash; pro‑rated target bonus; vesting of unvested stock options/RSUs; MSUs vest per performance; PSUs vest at target; continued benefits; no excise tax gross‑ups | |
| Employment contracts | BMS best practice: no employment contracts with NEOs | |
| Clawbacks | Robust misconduct and restatement recoupment policies (bonuses and equity); public disclosure if legally permissible | |
| Insider trading & pre‑clearance | Pre‑clearance required for Section 16 officers; permanent brokerage account restrictions |
Performance & Track Record
- Prior execution record: At AstraZeneca, he oversaw a 3,000+ person development org, advancing 150+ clinical studies and multiple global approvals—experience directly relevant to BMS’s late‑stage and registrational pipeline execution needs .
- BMS growth context: 2024 revenue rose 7% to $48.3B with the Growth Portfolio at 47% of sales; BMS realized most of a $1.5B cost‑savings program by 2024 and expanded the initiative through 2027 .
- Pipeline depth: BMS reports >15 registrational assets and 30+ early‑stage assets in 2025, underscoring the importance of development leadership to value creation .
- 2025 operating momentum: Q2 and Q3 Growth Portfolio revenues grew 18% YoY (+17% ex‑FX) with raised 2025 revenue guidance to ~$47.5–$48.0B; GAAP EPS included IPR&D impacts reflecting active BD and pipeline investment .
Investment Implications
- Pay-for-performance alignment: Dr. Massacesi’s future bonus and equity payouts will be tied to company-wide metrics he directly influences—Growth Portfolio Revenue, non‑GAAP profitability, pipeline milestones and relative TSR—raising accountability for clinical delivery and commercialization impact .
- Retention and selling pressure: With zero initial ownership and equity-heavy incentives, retention will hinge on sign‑on and annual grants; predictable March 10 grant cycles and 3‑year PSU/MSU schedules create known vesting events—monitor Form 4s and any 10b5‑1 plans for potential selling cadence once awards vest .
- Downside protection and governance: Double‑trigger CIC at 2× pay and robust clawbacks/hedging‑pledging prohibitions balance retention with shareholder safeguards; no excise tax gross‑ups .
- Execution catalysts and risks: BMS’s upgraded 2025 outlook, strong Growth Portfolio growth, and >15 registrational assets increase leverage to development execution; conversely, LOE headwinds elevate dependency on timely approvals and launches—areas squarely within his remit .