Coleen Glessner
Emergent BioSolutionsAbout Coleen Glessner
Coleen Glessner is Executive Vice President, Quality and Ethics and Compliance at Emergent BioSolutions, serving in this role since March 2022. She is 54 years old (as of the 2025 proxy) and holds an MBA from MIT and a B.S. in Biology from the University of Pittsburgh . Her remit spans enterprise quality and compliance leadership, following senior quality leadership roles at Alexion and earlier roles across ~15 years at Pfizer .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Emergent BioSolutions | EVP, Quality and Ethics and Compliance | Since Mar 2022 | Executive leadership of quality and ethics/compliance |
| Alexion Pharmaceuticals | SVP, Chief Quality Officer | Jan 2017 – Aug 2021 | Chief Quality Officer leadership |
| Alexion Pharmaceuticals | VP, Head of R&D Quality and Compliance | Jul 2015 – Dec 2016 | R&D quality and compliance leadership |
| Pfizer | Various roles | ~15 years (dates not specified) | Quality/compliance roles across multiple positions |
External Roles
No external public company board roles are disclosed for Ms. Glessner in the identification of executive officers sections of the 2024 and 2025 proxies .
Fixed Compensation
| Year | Base salary (approved) ($) | Salary paid ($) | All other comp (401k match) ($) |
|---|---|---|---|
| 2023 | 575,000 | 575,708 | 9,900 |
| 2024 | 603,800 | 602,139 | 9,186 |
Performance Compensation
Annual Cash Incentive (structure and 2024 outcome)
| Item | Detail |
|---|---|
| Target annual cash incentive | 60% of base salary for 2024 |
| Weighting | Corporate performance 90%; Individual performance 10% (2024 plan) |
| Threshold/maximum | Threshold 50% of target; Maximum 150% of target (for NEOs other than CEO) |
| Actual earned (2024) | $507,192 non‑equity incentive plan compensation |
Retention/Bonus Payments (KERP)
| Year | Description | Amount ($) |
|---|---|---|
| 2023 | Cash bonus (KERP installment) | 373,760 |
| 2024 | Cash bonus (KERP installments including July and December) | 747,521 |
| 2024 | Additional retention bonus approved April 2024 (payable on/before Dec 31, 2024; subject to continued employment; with acceleration conditions) | 373,761 |
Equity Awards and Vesting
Performance metrics for PSUs: Unvested PSUs vest upon satisfaction of performance criteria of adjusted EBITDA as a percentage of revenue .
• Outstanding equity awards (key option positions as of 12/31/2023, shown in 2024 proxy):
- 7,876 exercisable / 15,775 unexercisable options at $42.28; expiration 4/7/2029
- 7,692 unexercisable options at $12.06; expiration 3/1/2030
- 30,770 unexercisable options at $8.39; expiration 6/8/2030
Upcoming vesting schedule disclosed (shares vesting by date):
| Instrument | 3/1/2025 | 3/12/2025 | 4/7/2025 | 6/8/2025 | 3/1/2026 | 3/12/2026 | 6/8/2026 | 3/12/2027 | Total |
|---|---|---|---|---|---|---|---|---|---|
| Stock options (shares) | 2,561 | 41,625 | 7,899 | 10,246 | 2,569 | 41,625 | 10,277 | 41,750 | 158,552 |
| RSUs (shares) | 1,282 | — | 1,971 | 5,128 | 1,282 | — | 5,128 | — | 14,791 |
2024 option exercises and RSU vesting (realized):
- Options: 0 shares exercised; $0 value realized
- Stock awards: 80,614 shares vested; $691,418 value realized
Equity Ownership & Alignment
| As-of date | Outstanding shares owned | Right to acquire (60 days) | Total beneficial ownership | % of outstanding | Shares outstanding |
|---|---|---|---|---|---|
| Mar 26, 2024 | 901 | 20,285 | 21,186 | <1% | 52,390,764 |
| Mar 3, 2025 | 60,694 | 82,617 | 143,311 | <1% (asterisk) | 54,337,026 |
Stock ownership policy and hedging/pledging:
- Ownership guidelines: CEO 5x base salary; Other executive officers 2x base; five years to comply; counted equity includes stock owned, unvested/vested RSUs and vested PSUs (options not counted); retain 50% of net shares until compliant; all directors and executives were in compliance for 2024 .
- Insider trading policy: Prohibits hedging; any pledging or holding in margin accounts requires advance approval by the General Counsel .
Employment Terms
| Item | Terms |
|---|---|
| Current role start | Executive Vice President, Quality and Ethics and Compliance since March 2022 |
| Age | 54 (as listed in 2025 proxy) |
| Annual base salary (2024) | $603,800 (approved); $602,139 paid |
| Target bonus (2024) | 60% of base salary |
| Change-in-control severance (multiple) | 200% of annual base salary plus 100% of target bonus; 24 months continued benefits |
| Potential CIC payments (as of 12/31/2024) | Cash: $1,932,160; Benefits: $20,946; Accelerated equity value: $1,440,246 |
| Potential CIC payments (as of 12/31/2023) | Cash: $1,495,000; Benefits: $20,945; Accelerated equity value: $393,256 |
| Clawback policy | Revised Oct 2023 to comply with NYSE; “no‑fault” recovery of erroneously received compensation upon Accounting Restatement |
| April 2024 retention amendments | Additional retention bonus of $373,761 payable on/before Dec 31, 2024; subject to continued employment; acceleration upon specified financing/restructuring events; repayment if voluntary quit/for cause before vesting |
Investment Implications
- Pay-for-performance alignment: Variable pay is significant. 2024 non-equity incentive paid was $507,192 under a plan weighted 90% corporate/10% individual, while PSUs vest on adjusted EBITDA as a percentage of revenue, directly linking equity outcomes to profitability quality-of-earnings metrics .
- Retention risk and incentives: Two KERP installments in 2024 totaling $747,521 and an additional $373,761 retention bonus approved in April 2024 indicate active retention measures during capital structure changes; conditions/accelerators reduce near-term attrition risk but elevate guaranteed cash components temporarily .
- Potential supply from scheduled vesting: The 2025–2027 vesting calendar shows 158,552 options and 14,791 RSUs scheduled to vest, creating identifiable liquidity events that could influence post-vest trading behavior, although 2024 showed no option exercises and RSU vesting of 80,614 shares ($691,418 value) .
- Change-in-control protection: CIC terms at 200% of base plus target bonus and 24 months benefits, with substantial equity acceleration potential, provide strong protection that may reduce departure risk but can be a takeover‑premium overhang consideration for investors .
- Ownership alignment and policy safeguards: Beneficial ownership rose to 143,311 shares total as of March 3, 2025 (<1% of outstanding), and executives are subject to robust ownership guidelines, hedging prohibitions, and a strengthened clawback policy; options are excluded from ownership guideline calculations, emphasizing real equity exposure .
