Scott Dreyer
About Scott Dreyer
Scott Dreyer is Executive Vice President and Chief Commercial Officer of Collegium Pharmaceutical, appointed to the role in July 2018 after joining the company in January 2018; he has over 25 years of biopharma commercial leadership experience across sales, marketing, commercial operations and strategy at The Medicines Company, Biogen, and Merck & Co. (age 53; B.S. in Biology, Messiah College) . In 2024, Collegium delivered record net product revenue of $631.4M (+11% YoY) and Non-GAAP Adjusted EBITDA of $401.2M versus a $354.8M target; the 2024 corporate scorecard was rated at 145.4% achievement, and relative TSR-based PSU components paid at 100% for the 2024 segment (84.62 percentile/169.23% for the 2022–2024 cumulative segment of the 2022 PSUs) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| The Medicines Company | Senior Vice President, Marketing and Commercial Operations | Not disclosed | Led U.S. commercial marketing/ops; senior commercial leadership ahead of Collegium tenure |
| Biogen | Vice President and Chief Marketing Officer – U.S. | Not disclosed | Drove U.S. brand strategy and commercialization |
| Merck & Co., Inc. | Various roles incl. VP U.S. Hospital & Oncology Sales & Commercial Operations; VP U.S. Primary Care Sales; Exec Dir. U.S. Regional Marketing – Neuroscience; Exec Dir. Customer Marketing & Solutions; Sr. Dir. Strategic Planning; Dir. Cardiovascular Marketing | Not disclosed | Broad P&L/sales leadership, go-to-market and portfolio strategy across franchises |
External Roles
No public company directorships or external board roles for Mr. Dreyer were disclosed in the executive officer biographies .
Fixed Compensation
| Year | Base Salary ($) | Target Bonus (% of Salary) | Actual Annual Cash Incentive Paid ($) | Other Cash (e.g., Transaction/Sign-on) ($) |
|---|---|---|---|---|
| 2024 | 493,000 | 50% | 394,252 (Corp 145.4%, Individual 110%) | 30,000 transaction bonus (Ironshore closing) |
| 2023 | 462,281 | Not disclosed here | 209,250 | — |
| 2022 | 440,265 | Not disclosed here | 285,542 | — |
Performance Compensation
2024 Annual Incentive Scorecard (Company metrics)
| Metric | Weight | Target | Actual | Payout contribution |
|---|---|---|---|---|
| Total Net Revenue | 30.0% | $622.4M | $631.4M | 34.5% |
| Non-GAAP Adjusted EBITDA | 40.0% | $354.8M | $401.2M | 43.5% |
| Business Development | 20.0% | ≥1 transaction expected to generate ≥$150M | Closed Ironshore (Jornay PM) | 30.0% |
| Loss of Exclusivity & Label Enhancements | 15.0% | 6-month pediatric extension for Nucynta | Achieved extension | 15.0% |
| COP Optimization | 10.0% | Complete Belbuca value chain (ARx) | PAS approved 9/10/24 | 15.0% |
| Environmental Stewardship | 5.0% | Complete GHG baseline & first emissions calc | Completed baseline | 7.5% |
| Total Corporate Rating | — | — | — | 145.4% |
Dreyer’s 2024 bonus used the corporate 145.4% multiplier and a 110% individual multiplier, yielding $394,252 paid .
Equity Awards and Structure
- Program mix and vesting:
- RSUs: service-based; beginning 2024, RSUs vest over 3 years (33%/year) to align with market and retention .
- PSUs: performance-based relative TSR vs the S&P Pharmaceuticals Select Industry Index; measurement: 1-year segments for each of 2024, 2025, 2026 (20% weight each) plus a 3-year cumulative segment (40%); payout 0–200% .
- 2024 Dreyer grants: 35,000 RSUs and 15,000 PSUs (target) . 2024 RSUs vest over three years; 2024 PSUs’ 2024 segment vested at 100% (3,000 of 3,000) .
| Award Year | Instrument | Target/Granted Units | 2024 Segment Target | 2024 Segment Earned |
|---|---|---|---|---|
| 2024 | PSUs | 15,000 | 3,000 | 3,000 (100%) |
| 2023 | PSUs | 18,975 | 3,795 | 3,795 (100%) |
| 2022 | PSUs | 22,500 | 4,500 | 4,385 (97.44%) |
PSU framework: relative TSR vs S&P Pharma Select Industry Index with annual/cumulative segments and 0–200% payout curve .
Equity Vesting/Realization Activity (2024)
| Item | Amount |
|---|---|
| Options exercised (#) | 75,000 |
| Value realized on option exercise ($) | 738,495 |
| Shares vested from stock awards (#) | 72,706 |
| Value realized on vesting ($) | 2,450,192 |
Equity Ownership & Alignment
- Beneficial ownership: 38,850 shares (includes options exercisable and RSUs vesting within 60 days); <1% of shares outstanding .
- Outstanding equity at 12/31/2024:
- Stock options (exercisable): 17,600 (2019 grant, $15.90) and 21,250 (2020 grant, $21.34) .
- Time-based RSUs unvested: 11,445 (2018/2021 series), 45,866 (2022 series), 37,002 (2023 series), 38,000 (2024 series) .
- Performance-based PSUs (unearned at target): 22,770 (2023 PSUs), 24,000 (2024 PSUs) .
- Stock ownership and pledging:
- Ownership guidelines: EVPs must hold stock equal to 1x base salary; as of Jan 1, 2025, all directors and executive officers were in compliance and/or within transition .
- Anti-hedging/anti-pledging: hedging, short sales, derivatives on company stock, and pledging/margin accounts are prohibited for employees, officers, and directors .
Employment Terms
| Provision | Terms (EVP/CCO unless noted) |
|---|---|
| Employment start at Collegium | Joined Jan 2018; EVP & CCO since July 2018 |
| Non-compete / non-solicit | Applies during employment and for 12 months post-termination (EVPs); perpetual confidentiality |
| Termination without cause / Good Reason (non‑CIC) | 12 months base salary continuation; 100% of target bonus paid over 12 months; COBRA premium waiver for 12 months; time-based equity that would have vested during the severance period accelerates; performance-based equity vests for performance periods ending during severance period (committee-determined) |
| Change in Control + qualifying termination (double-trigger) | Lump sum 1.5x base salary; lump sum 150% of target bonus; COBRA premium waiver for 18 months; time-based equity fully vests; performance equity vests per plan/award terms |
| Illustrative CIC severance (12/31/24) | Salary: $739,500; Bonus: $369,750; Benefits: $39,326; Value of stock awards vesting: $5,130,728; Total: $6,279,304 (based on $28.65 stock price assumption for equity valuation) |
Multi‑Year Compensation Summary (Grant-date basis)
| Component ($) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary | 440,265 | 462,281 | 489,507 |
| Bonus (Other cash) | — | — | 30,000 (transaction) |
| Stock Awards (RSUs/PSUs grant‑date fair value) | 1,470,615 | 1,918,841 | 1,855,460 |
| Non‑Equity Incentive Plan Compensation | 285,542 | 209,250 | 394,252 |
| All Other Compensation | 20,770 | 22,008 | 22,156 |
| Total | 2,217,192 | 2,612,380 | 2,791,375 |
Compensation Structure Analysis
- Pay-for-performance linkage: 2024 annual incentive funded at 145.4% on strong revenue and Adjusted EBITDA outperformance; Dreyer’s individual multiplier was 110% .
- Equity mix and risk: RSUs moved to 3-year vesting from 4-year starting 2024 (retention-friendly), while PSUs remain tied to multi-period relative TSR (up to 200% payout), maintaining long-term alignment .
- Cash vs equity mix stability: 2022–2024 shows consistent heavy equity weighting via RSUs/PSUs; 2024 included a $30,000 transaction bonus for Ironshore integration efforts .
- Governance protections: No excise tax gross‑ups, no option repricing, clawback in place, and anti‑hedging/anti‑pledging policies .
Performance & Track Record (context for incentive results)
- 2024 results: Net product revenue $631.4M (+11% YoY); Adjusted EBITDA $401.2M vs $354.8M target .
- Strategic execution: Closed Ironshore acquisition (Jornay PM); pediatric exclusivity extensions for Nucynta franchise .
- TSR context: Company’s cumulative TSR outperformed the Nasdaq Biotech Index over the five‑year period; relative TSR PSU segments paid 100% for 2024 and 169.23% for 2022–2024 cumulative of the 2022 awards .
Compensation Peer Group (benchmarking)
Collegium benchmarked EVP/NEO pay against peers including ACADIA, Amphastar, ANI, Corcept, Dynavax, Harmony, Innoviva, Ironwood, Pacira, Supernus, Travere, Vanda and others; at the time of selection (Sept 2023), Collegium’s market cap was at the ~48th percentile and revenue at the ~81st percentile vs peers .
Equity Plan/Clawback/Stock Ownership
- Stock Ownership Guidelines: EVP multiple = 1x salary; all executives were compliant or within transition as of Jan 1, 2025 .
- Clawback: Mandated recovery of erroneously awarded incentive compensation upon restatement (3-year lookback) .
- 2025 Equity Plan governance: No repricing without shareholder approval; minimum 1-year vesting (limited exceptions); no “liberal” CIC; dividend equivalents only after vesting .
Employment Terms – Additional Notes
- Benefit continuation durations: 12 months (non‑CIC) vs 18 months (CIC) for EVPs .
- Severance acceleration mechanics: Time‑based equity accelerates for tranches vesting during severance window (non‑CIC) and fully under CIC; PSU treatment governed by plan/award specifics .
Investment Implications
- Alignment: Heavy equity mix with multi-year relative TSR PSUs, compliance with ownership guidelines, and anti‑hedging/anti‑pledging policies collectively align Dreyer with shareholder value creation .
- Retention dynamics: Three‑year RSU vesting and double‑trigger CIC benefits support retention; non‑CIC severance accelerates only amounts vesting within one year, preserving performance linkage while mitigating near‑term turnover risk .
- Performance signal: 2024 over‑achievement (145.4% corporate rating) and TSR PSU vesting at or above target reinforce execution momentum; option exercises (75,000 in 2024) provided liquidity but do not, by themselves, imply negative outlook given continued sizable unvested RSU/PSU holdings .
- Governance risk: Low—no gross‑ups, strong clawback, and high say‑on‑pay support (~99%) indicate constructive shareholder alignment and oversight .