Richard Benjamin
CERUSAbout Richard Benjamin
Richard Benjamin, 65, has served as Cerus’ Chief Medical Officer since July 2015, following prior leadership roles at the American Red Cross and Harvard’s Joint Program in Transfusion Medicine . In 2024, Cerus reported product revenue of $180.3 million and achieved full‑year positive non‑GAAP adjusted EBITDA of $5.7 million; cumulative TSR from 2019–2024 was $36.49 on a $100 base, framing pay-for-performance context during his tenure . Dr. Benjamin holds a Ph.D. in Immunology from Cambridge University and completed post‑doctoral research at Stanford; he is an Adjunct Professor at Georgetown and a Board Member/Regional Director for North America at the International Society of Blood Transfusion .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| American Red Cross | Chief Medical Officer | 2006–2015 | Oversaw donor and patient safety for ~40% of U.S. blood supply, shaping national transfusion safety practices . |
| Harvard Joint Program in Transfusion Medicine | Medical Director, Adult Transfusion Service | — | Led clinical transfusion services; foundation for pathogen-reduction expertise . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| International Society of Blood Transfusion (ISBT) | Board Member; Regional Director, North America | — | Leadership in global transfusion safety community . |
| U.S. DHHS Secretary’s Advisory Committee on Blood Safety and Availability | Member | Since Dec 2016; prior 2006–2007 | Federal advisory role on blood safety policy . |
| American Association of Blood Banks (AABB) | Member | — | Active professional membership . |
| Georgetown University | Adjunct Full Professor of Pathology | — | Academic and research contributions (100+ publications) . |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 470,773 | 489,126 | 493,077 |
| Target Bonus (%) | — | 45% (used as basis for 2024 discretionary bonus) | 45% (basis for discretionary bonus) |
| Actual Bonus Paid ($) | 245,353 (Non‑Equity Incentive Plan) | 110,942 (Non‑Equity Incentive Plan) | 177,508 total; paid 25% cash ($44,377) and 75% RSUs ($133,131) |
Performance Compensation
| Component | Metric | Weighting | Target | Actual | Payout/Notes |
|---|---|---|---|---|---|
| 2024 Corporate Bonus Plan | Product Revenue | 35% | $184M | $180.27M | 24.12% of total after weighting |
| 2024 Corporate Bonus Plan | Non‑GAAP Adjusted EBITDA | 35% | Break‑Even | $5.7M | 35.00% of total after weighting |
| 2024 Corporate Bonus Plan | Qualitative | 25% | — | — | Contributed to total achievement of 82% |
| 2024 Corporate Bonus Plan | Strategic | 5% | — | — | Contributed to total achievement of 82% |
| 2024 Equity LTI | RSUs (time‑based) | ~60% of LTI | 160,000 sh | Service-vest | Grant-date FV $348,800 |
| 2024 Equity LTI | PRSUs (performance) | ~40% of LTI | 110,000 sh target (55k thr/220k max) | Performance period 3/1/2024–12/31/2026 | Grant-date FV $239,800; payout 50–200% based on product revenue |
Equity Ownership & Alignment
- Hedging/pledging: Company policy prohibits hedging and pledging by all directors, officers and employees; no margin accounts or pledging permitted .
- Beneficial ownership and breakdown:
- Beneficially owned shares: 632,968 (<1% of outstanding) as of April 1, 2025 .
- Includes 406,126 options exercisable within 60 days (subset of total beneficial holdings) .
| Holding detail (12/31/2024 unless noted) | Amount | Market/Notes |
|---|---|---|
| Beneficial ownership (4/1/2025) | 632,968 sh; <1% | As reported in Security Ownership table |
| Options exercisable within 60 days (4/1/2025) | 406,126 sh | Footnote detail |
| Unvested RSUs (selected grants) | 17,500; 106,666; 160,000; 13,912 sh | Market values respectively $26,950; $164,266; $246,400; $21,424 at $1.54 |
| Unearned PRSUs (selected grants) | 55,000; 55,000; 220,000 sh | Payout ranges 90–110% (2023 grants) and 50–200% (2024 grant) |
Employment Terms
| Scenario (as of 12/31/2024) | Salary Continuation | Health Benefits (COBRA) | Equity Acceleration | Notes |
|---|---|---|---|---|
| Good Reason/Without Cause on or within 12 months after Change in Control | $493,076 | $24,917 | $943,891 | Severance Plan: 12 months’ paid COBRA; full acceleration of outstanding equity |
| Involuntary Termination Without Cause (absent Change in Control) | — | — | — | No amounts shown for Dr. Benjamin |
| Payments upon Change in Control (awards not assumed) | — | — | $943,891 | Plan provides acceleration if awards not assumed/continued/substituted |
- PRSU treatment on Change in Control: If a CoC occurs before certification, PRSUs vest at the greater of target or actual performance (requires continued service through CoC) .
- Clawback: Incentive Compensation Recoupment Policy applies to awards; Dodd‑Frank compliant .
Option Awards (12/31/2024)
| Exercise Price ($) | Expiration | Exercisable (#) | Unexercisable (#) |
|---|---|---|---|
| 5.06 | 2/28/2026 | 45,000 | — |
| 4.33 | 2/28/2027 | 8,334 | — |
| 4.32 | 2/29/2028 | 31,667 | — |
| 5.105 | 3/1/2030 | 138,000 | — |
| 6.52 | 2/28/2031 | 93,750 | 6,250 |
| 5.76 | 2/28/2032 | 72,187 | 32,813 |
RSU and PRSU Vesting Schedules (as of 12/31/2024)
| Award | Shares | Vesting / Performance |
|---|---|---|
| RSU (granted 2022) | 17,500 | 3 equal annual installments; next on Mar 12, 2025 |
| RSU (granted 2023) | 106,666 | 3 equal annual installments; next on Mar 12, 2025 and Mar 12, 2026 |
| RSU (granted 2024) | 160,000 | 1/3 on Mar 12, 2025; 2/3 on Mar 12, 2026 |
| PRSU (granted 2023) | 55,000 (target) | Revenue target, 3/1/2023–12/31/2025; payout 90–110% |
| PRSU (granted 2023) | 55,000 (target) | Clinical enrollment target, 3/1/2023–6/30/2026; payout 90–110% |
| PRSU (granted 2024) | 110,000 target (220,000 max) | Product revenue target, 3/1/2024–12/31/2026; payout 50–200% |
Additional Context on 2024 Pay Design and Delivery
- Mix shifted to equity: 2024 LTI awards delivered ~60% as time‑based RSUs and ~40% as PRSUs; 2024 grant sizes referenced the peer group 60th percentile but share counts were reduced via a premium grant‑price to manage dilution .
- Cash conservation and alignment: 75% of 2024 discretionary bonuses paid in immediately‑vested RSUs (granted Mar 6, 2025) and 25% in cash; RSU count determined using $2.00 per‑share divisor, above market price, to limit dilution .
Investment Implications
- Pay-for-performance alignment levers: PRSUs for the CMO are tied to product revenue and clinical enrollment milestones, directly linking compensation to adoption and progress of the INTERCEPT platform (notably RBC PMA path), while time‑based RSUs support retention through 2026 .
- Potential near‑term selling pressure: The 75% of 2024 bonus delivered as immediately‑vested RSUs in March 2025 adds potential supply; upcoming RSU vesting dates in March 2025 and March 2026 may also create periodic liquidity events .
- Change‑of‑control economics: For a CoC, unassumed awards accelerate; under the Severance Plan, a double‑trigger termination (good reason/without cause within 12 months post‑CoC) provides one year salary, 12 months paid COBRA, and full equity acceleration—aligning retention incentives but increasing M&A transaction costs .
- Governance risk mitigants: Robust no‑hedging/no‑pledging policy and a company clawback framework reduce misalignment and reputational risk; no tax gross‑ups and no single‑trigger equity acceleration disclosed for NEOs .
- Performance context: 2024 product revenue beat guidance and positive adjusted EBITDA support discretionary bonuses; however, five‑year TSR underperformed the peer index, suggesting equity incentives must continue to be tied to execution milestones with shareholder value creation as a focal point .