Christina Rossi
About Christina Rossi
Christina Rossi (age 49) is Chief Operating Officer of Blueprint Medicines (BPMC) since April 2022, after serving as Chief Commercial Officer (Oct 2018–Apr 2022). She holds a B.S. in Biology from Duke and an M.B.A. from Harvard Business School, and led global launches of AYVAKIT/AYVAKYT and GAVRETO with strong 2024 commercial execution (AYVAKIT net product revenue $479M, ~135% YoY) and >50% reduction in operating cash burn. Her incentive design ties a substantial portion of pay to corporate goals and relative TSR PSUs; PSU modeling at 12/31/24 implied 178% for 2023-cycle PSUs and 114% for 2024-cycle PSUs (subject to three‑year cycles), signaling positive relative TSR momentum over those measurement windows.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Blueprint Medicines | Chief Commercial Officer → Chief Operating Officer | Oct 2018 – Apr 2022 (CCO); Apr 2022 – present (COO) | Built commercial infrastructure and led launches of AYVAKIT/AYVAKYT and GAVRETO across multiple indications/geographies, enabling accelerated patient access and revenue inflection |
| Sanofi Genzyme (Sanofi) | MS Business Unit Head, North America; VP MS Sales; VP MS Patient & Provider Services | Jan 2016 – Oct 2018; May 2014 – Dec 2015; Jun 2012 – May 2014 | Drove market share, launches and access for MS franchise; full P&L leadership |
| Biogen | Various commercial/strategy roles incl. U.S. brand leader for TYSABRI and head, commercial strategy (Eidetica Biopharma GmbH) | Not dated | Brand leadership and biosimilars strategy experience in neurology |
| Boston Consulting Group | Consultant (Healthcare practice) | Not dated | Strategy advisory experience |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Xilio Therapeutics, Inc. | Director; Audit Committee member; Chair, Compensation Committee | Apr 2021 – present | Public board role with governance/comp expertise |
Fixed Compensation
Multi‑year cash and total compensation (as reported):
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 556,430 | 630,575 | 668,410 |
| Stock Awards ($, grant‑date FV) | 919,650 | 967,578 | 3,700,218 |
| Option Awards ($, grant‑date FV) | 974,133 | 736,113 | 1,618,179 |
| Non‑Equity Incentive ($) | 306,587 | 458,743 | 541,412 |
| All Other Comp ($) | 12,200 | 13,200 | 13,800 |
| Total ($) | 2,769,000 | 2,806,209 | 6,542,019 |
Additional fixed‑pay details (2024):
- Base salary adjustment to $668,410 effective Jan 1, 2024 (+6% YoY) .
- Target annual bonus opportunity: 60% of base salary; actual 2024 bonus paid: $541,412 (see Performance Compensation) .
Performance Compensation
2024 annual bonus mechanics and outcome:
| Component | Weight | Target Basis | 2024 Achievement | Payout Basis |
|---|---|---|---|---|
| Corporate goals (commercial growth, pipeline execution, financial discipline) | 75% for NEOs (COO) [structure] | Portion of target bonus tied to corporate goals | 130% (weighted sum: 50% revenue/launch, 30% R&D scaling, 20% financial/people; result 130%) | 75% of bonus at 130% |
| Individual goals (global commercial execution, portfolio strategy, strategic transactions, enterprise ops) | 25% for NEOs (COO) [structure] | Portion of target bonus tied to individual goals | 150% (Rossi) | 25% of bonus at 150% |
| Target bonus % | 60% of base ($668,410) | $401,046 target | — | — |
| Actual payout | — | — | — | $541,412 |
2024 equity awards (grant‑date fair value methodology per ASC 718):
| Instrument | Grant Date | Shares/Units | Exercise Price | Vesting | Grant‑Date FV ($) |
|---|---|---|---|---|---|
| Stock Options | Mar 1, 2024 | 30,000 | $95.12 | 1/48 monthly over 4 years | 1,618,179 |
| RSUs (annual) | Mar 1, 2024 | 15,000 | — | 25% annually over 4 years (each Mar 1) | 1,426,800 |
| PSUs (rTSR vs S&P Biotech Index) | Mar 1, 2024 | 9,000 target | — | 3‑year performance cycle; 0–200% payout; vest on 3rd anniversary | 1,222,560 |
| RSUs (expanded responsibilities) | Jul 1, 2024 | 9,625 | — | 25% annually on each Jul 1, 2025–2028 | 1,050,858 |
PSU program highlights:
- Relative TSR vs S&P Biotech Industry Select Index; payout scale: 0% (<25th pct), 50% (25th), 100% (50th), 150% (75th), 200% (100th); negative absolute TSR caps payout at 100% .
- Sale event before certification: awardable PSUs set to the higher of target or actual through the sale date; vesting generally requires continued service or double‑trigger termination .
2024 realized equity vesting/exercise:
- Stock vested: 14,327 shares; value realized $1,362,784; no option exercises in 2024 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (3/31/2025) | 214,916 shares; <1% of shares outstanding |
| Options outstanding (12/31/2024) | Selected tranches (exercisable/unexercisable): 80,000/— @ $65.75; 6,500/— @ $86.60; 28,500/— @ $54.13; 24,492/1,633 @ $100.13; 20,625/9,375 @ $61.31; 13,125/16,875 @ $43.15; 5,625/24,375 @ $95.12; various expiration dates 2028–2034 |
| Unvested RSUs (12/31/2024) | 3,265; 7,500; 11,250; 15,000; plus 9,625 granted in Jul 2024 (vesting through 2028) |
| PSUs outstanding (target) | 5,400 (2023 grant, vests 2026); 9,000 (2024 grant, vests 2027); expected in‑table modeling at 12/31/24 used 178% (2023 grant) and 114% (2024 grant) payout factors for valuation only |
| Ownership guidelines | NEOs: 1x base salary; includes owned shares and RSUs (excludes options and unearned PSUs). All NEOs in compliance as of 12/31/2024 |
| Hedging/pledging | Prohibited (no margin accounts, pledging or hedging of company shares) |
Employment Terms
| Provision | Detail |
|---|---|
| Employment | At‑will; standard IP/confidentiality agreement |
| Non‑compete/non‑solicit | 12 months post‑employment; applies to competition and solicitation of employees/consultants/customers/suppliers (subject to law) |
| Severance (no change‑in‑control) | If terminated without cause or resigns for good reason: 1x base salary paid over 12 months + medical/dental cash payment for up to 12 months (COBRA period). For Rossi: modeled “without cause” cash severance $668,410; table did not list a dollar for medical benefits, but benefit eligibility is as stated in policy |
| Change‑in‑Control (double trigger) | If terminated without cause or resigns for good reason within 12 months post‑sale event: lump‑sum 1.5x base salary + 1.5x target bonus; medical/dental for up to 18 months; full acceleration of time‑based equity (PSUs treated per award terms). For Rossi: modeled 1.5x base $1,002,615; 1.5x target bonus $601,569; equity acceleration valued at $6,782,081 as of 12/31/24 |
| Clawback | 2023 updated policy to recoup erroneously awarded incentive comp for current/former executive officers upon an accounting restatement (3‑year lookback) |
| Stock ownership | NEO requirement 1x base salary; compliant as of 12/31/2024 |
| 2025 Merger‑specific arrangements | In connection with Sanofi merger closing (July 17, 2025), letter agreements provided potential Section 280G/4999 excise tax gross‑up “make‑whole” payments (aggregate cap $25M across participants); and if employment is terminated without cause/for good reason prior to 2025 bonus payment, 2025 annual bonus payable at target on a pro‑rata basis. These letter agreements applied to named executive officers (which included Rossi) and superseded prior 280G protections; payments contingent on closing |
Performance & Track Record
| Area | Selected Evidence |
|---|---|
| Commercial execution | AYVAKIT global net product revenues $479M in 2024 (~135% YoY), reflecting strong global launch execution in advanced and indolent SM, and expanded approvals/market access; COO remit included commercial scaling |
| Financial discipline | Operating cash burn reduced by >50% in 2024; YE 2024 cash/cash equivalents/investments $863.9M |
| Bonus performance (2024) | Corporate score: 130% vs targets; Rossi individual score: 150%; payout $541,412 vs $401,046 target (60% of base) |
| Relative TSR alignment | PSU framework linked to rTSR vs S&P Biotech Index with 0–200% payout; internal modeling at 12/31/24 used 178% (2023 award) and 114% (2024 award) for valuation (not final awards) |
Compensation Structure Analysis
- Year‑over‑year mix shift: 2024 saw a step‑up in equity grants (options/RSUs/PSUs) and a mid‑year incremental RSU (9,625) tied to expanded responsibilities—raising the equity component and reinforcing retention, while maintaining meaningful performance linkage via options and PSUs .
- Performance orientation: For NEOs, 75% of bonus tied to corporate goals and 25% to individual goals; corporate max increased to 200% beginning with 2025 performance to align with peers, while individual remains capped at 150% .
- Governance and clawback: 2023 clawback aligned with SEC rules; stock ownership guidelines exclude options and unearned PSUs; hedging/pledging prohibited; say‑on‑pay support was ~98% in 2024 (signals positive shareholder sentiment) .
- Red flag (transaction‑specific): Despite a standing policy of no general tax gross‑ups, BPMC entered into 280G/4999 excise tax gross‑up letter agreements for NEOs at merger close (aggregate cap $25M), which is typically viewed as shareholder‑unfriendly, though framed as closing‑contingent and capped .
Equity Vesting & Potential Insider Selling Pressure
- Time‑based RSU cadence: 25% per year on Mar 1 (annual grants) and on Jul 1 (2024 incremental RSU), through 2028; expect recurring vesting‑driven supply around these dates, subject to post‑merger equity treatment .
- Options: Several tranches continue monthly vesting through 2028; many earlier grants already exercisable; no 2024 exercises by Rossi reported (stock vested in 2024 totaled 14,327 shares, $1.36M value) .
- PSUs: Three‑year performance cycles with cliff vest at the 3‑year anniversary; payout and vesting subject to rTSR certification and service, with sale‑event provisions potentially accelerating awardable PSUs on double trigger .
Investment Implications
- Alignment and upside: High at‑risk pay via options and PSUs (0–200% based on relative TSR) aligns Rossi with long‑term value creation; ownership guidelines and clawback reinforce alignment. Near‑term vesting dates (Mar 1/Jul 1) may create predictable share supply but are balanced by PSUs’ performance gating .
- Retention risk mitigants: Robust CoC (1.5x salary+bonus, equity acceleration) and mid‑year incremental RSU for expanded responsibilities support retention; however, transaction close (Sanofi) shifts incentive dynamics to parent‑company frameworks over time .
- Governance watch‑outs: The merger‑related 280G/4999 gross‑up letters (aggregate $25M cap) conflict with prior “no tax gross‑ups” posture and may draw investor scrutiny in governance assessments, though they are transaction‑specific and capped .
- Execution signal: 2024 performance (130% corporate, 150% individual for Rossi) and commercial outperformance (AYVAKIT +135% YoY) indicate strong operating momentum under Rossi’s remit, supportive for integration and future milestones under the acquirer .
Key 2024 performance anchors: AYVAKIT net revenue $479M (~+135% YoY); corporate bonus factor 130%; Rossi individual factor 150%; no option exercises by Rossi in 2024; PSU valuation modeling at 12/31/24 implied >100% factors (not final awards). **[1597264_0001558370-25-005415_bpmc-20250618xdef14a.htm:0]** **[1597264_0001558370-25-005415_bpmc-20250618xdef14a.htm:52]** **[1597264_0001558370-25-005415_bpmc-20250618xdef14a.htm:53]** **[1597264_0001558370-25-005415_bpmc-20250618xdef14a.htm:68]** **[1597264_0001558370-25-005415_bpmc-20250618xdef14a.htm:67]**