Paul Williams
Emergent BioSolutionsAbout Paul Williams
Paul Williams is Senior Vice President, Products Business at Emergent BioSolutions, leading the medical countermeasures and commercial products portfolio, including NARCAN Nasal Spray, since January 2023 . He previously served as SVP, Government–Medical Countermeasures (Jan 2022–Jan 2023), Interim Head of the Vaccines Business Unit (Mar–Dec 2021), and VP, Global Commercial, Vaccines (May 2020–Feb 2021) . He was appointed SVP, Products Business via an Item 5.02 8‑K on January 9, 2023 . Education: B.S. in Finance (Virginia Tech) and a certificate in Strategic Marketing (Wharton Executive Education) . Specific executive‑level TSR, revenue growth, and EBITDA growth attribution to his tenure is not disclosed; annual incentive design emphasized corporate financial measures in 2024 with 90% corporate/10% individual weighting .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Emergent BioSolutions | SVP, Products Business | Jan 2023–present | Leads medical countermeasures and commercial products, including NARCAN |
| Emergent BioSolutions | SVP, Government–Medical Countermeasures | Jan 2022–Jan 2023 | Oversaw government MCM portfolio |
| Emergent BioSolutions | Interim Head, Vaccines BU | Mar–Dec 2021 | Led vaccines unit during transition |
| Emergent BioSolutions | VP, Global Commercial, Vaccines | May 2020–Feb 2021 | Ran global vaccine commercial operations |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CareDx | General Manager, Transplant Services | Jun 2019–May 2020 | Led transplant services business |
| AMAG Pharmaceuticals | Various roles incl. SVP, Women’s Health Division | 2014–2019 | Led women’s health division and commercial leadership |
| Lumara Health | Management team | 2014 | Prepared for and executed sale to AMAG |
| Actavis (now Allergan) | SVP & General Manager | 2011–2013 | General management leadership |
| MedImmune | Sales/marketing/operations leadership | 2006–2011 | Commercial leadership across functions |
| Centocor | Sales/marketing leadership | 1998–2006 | Commercial roles |
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary ($) | $445,775 | $469,560 |
| Target Annual Cash Incentive (% of Base) | 40% | Target award $247,500; weighting 90% corporate/10% individual (target % increased by 10% vs 2023, exact % not enumerated) |
| Actual Annual Bonus Paid ($) | KERP in lieu of 2023 annual bonus (no payout under annual plan) | $325,882 (Non‑equity Incentive Plan Compensation) |
| Retention/Sign‑on Bonuses ($) | Original KERP first installment paid Aug 4, 2023 (amount disclosed in 2025 proxy for 2024 installments) | Original KERP second installment $291,500 on Jul 26, 2024; Extended KERP $291,500 on Dec 20, 2024 |
Performance Compensation
| Component | Metric Design | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Annual Cash Incentive (2024) | Corporate financial and operational priorities with increased weighting of financial goals; 10% individual goals | 90% Corporate / 10% Individual | $247,500 | N/A (metrics not itemized) | $325,882 (cash) | N/A (cash award) |
| Equity LTI (2024 annual grant) | Stock options (service‑based) | 100% Stock Options | 125,000 options (fixed share grant) | N/A | Grant date FV $187,175 | 1/3 per year on day prior to 1st/2nd/3rd anniversaries; 7‑year term; strike $2.33 (closing price day prior) |
Equity Ownership & Alignment
| Ownership Detail | Value |
|---|---|
| Shares outstanding at measurement date | 52,390,764 (as of Mar 26, 2024) |
| Direct/Indirect Shares Owned | 11,086 |
| Right to Acquire (within 60 days: exercisable options and RSUs vesting) | 8,737 |
| Total Beneficial Ownership | 19,823 (<1%) |
| Stock Ownership Guidelines | Executives: 2× base salary; 5 years to comply; counted equity includes owned stock, un/vested RSUs and vested PSUs; options excluded; 50% retention of after‑tax shares until guideline met |
| Compliance Status (2024) | All directors and executives were in compliance with stock ownership policy |
| Insider Trading Policy (hedging/pledging) | Hedging prohibited; pledging/margin requires advance approval by General Counsel; periodic training/reminders |
Outstanding Awards and Vesting (as of FY 2024)
| Award Type | Quantity | Exercise Price | Expiration | Vesting Schedule / Status |
|---|---|---|---|---|
| Stock Option | 1,180 exercisable; 589 unexercisable | $93.49 | 2/23/2028 | Unexercisable portion vested 2/23/2024 |
| Stock Option | 1,128 exercisable; 565 unexercisable | $59.07 | 7/8/2028 | Unexercisable portion vested 7/8/2024 |
| Stock Option | 2,536 exercisable; 5,077 unexercisable | $41.38 | 2/28/2029 | Half of unexercisable vested 2/29/2024; remainder vests 2/28/2025 |
| Stock Option | 2,308 unexercisable | $12.06 | 3/1/2030 | Vests ~1/3 on 3/1/2024, 3/1/2025, 3/1/2026 |
| Stock Option | 9,231 unexercisable | $8.39 | 6/8/2030 | Vests ~1/3 on 6/8/2024, 6/8/2025, 6/8/2026 |
| RSU | 295 unvested | N/A | N/A | Vested 2/23/2024 |
| RSU | 282 unvested | N/A | N/A | Vested 2/29/2024 |
| RSU | 2,538 unvested | N/A | N/A | Half vested 2/29/2024; remainder vests 2/28/2025 |
| RSU | 1,154 unvested | N/A | N/A | ~1/3 vested 3/1/2024; ~1/3 vests 3/1/2025; ~1/3 vests 3/1/2026 |
| RSU | 4,616 unvested | N/A | N/A | ~1/3 vests 6/8/2024; ~1/3 vests 6/8/2025; ~1/3 vests 6/8/2026 |
Recent Equity Grants and Vesting Realization
| Year | Options Granted (#) | Strike | Term | Grant Date FV ($) | Stock Awards Vested (#) | Value Realized on Vesting ($) |
|---|---|---|---|---|---|---|
| 2024 | 125,000 | $2.33 | 7 years | $187,175 | 3,770 | $18,031 |
| 2023 | 2,308 options; RSUs 1,154 & 4,616; PSUs 1,154 & 4,616 | $12.06; $8.39 | 7 years | Options: $15,308 and $43,429; RSUs: $13,917 and $38,728; PSUs: $27,834 and $77,448 | 4,680 | $33,206 |
Employment Terms
| Provision | Paul Williams Terms |
|---|---|
| Senior Management Severance (without cause) | Cash severance equal to 75% of annual base salary plus target bonus; continued employee benefits for 9 months |
| For‑Cause termination | No severance; vested but unexercised equity immediately terminates |
| Change‑in‑Control (CIC) temporary enhancement | KERP increased CIC cash severance multiples from 0.75–1.5× to 1.0–2.5× (by level) for one year; reverted in July 2024 |
| Clawback (Compensation Recovery Policy) | NYSE‑compliant “no fault” recovery of erroneously received incentive compensation following an Accounting Restatement |
| Insider Trading Policy | Hedging prohibited; pledging/margin requires prior approval |
Compensation Structure Notes
- 2024 pay mix shifted to options‑only equity for NEOs (excluding CEO), reducing multi‑year PSU exposure; options vest over three years and expire in 7 years, aligning value to stock price appreciation above the $2.33 strike .
- 2023 annual cash incentives were replaced by KERP retention payments to stabilize leadership during CEO search; for Paul Williams, $291,500 was paid in July 2024 and $291,500 in December 2024 as part of the Original and Extended KERP installments .
- 2024 annual cash incentive increased corporate financial weighting to at least 50% within the 90% corporate factor, signaling tighter linkage to financial outcomes; Williams’s target cash incentive was increased by 10% versus 2023 .
Investment Implications
- Incentive alignment: 2024 options‑only grant requires share price appreciation, tightening alignment with shareholder returns; absence of 2024 PSUs for NEOs reduces explicit linkage to multiyear EBITDA/TSR metrics, but corporate financial weighting in cash incentives increased to 90% overall (≥50% financial) .
- Retention risk: KERP usage and temporary CIC severance multiple uplifts indicate prior retention concerns; Williams’s baseline severance multiple is 0.75× with 9 months of benefits, modest relative to market, which may limit CIC windfalls and tether retention more to ongoing performance and equity value .
- Selling pressure: Multiple RSU tranches and sizeable option grants with annual vesting dates (Feb/Mar/Jun cycles) create predictable supply events; realized vesting in 2024 and 2023 was modest ($18,031 and $33,206), suggesting limited near‑term mandatory selling beyond tax‑cover; monitor Form 4s for any discretionary sales as tranches vest .
- Skin‑in‑the‑game: Beneficial ownership is <1% (19,823 shares incl. rights within 60 days), but EBS requires 2× salary ownership with 50% retention of after‑tax shares until compliant; 2024 disclosure states executives were in compliance, mitigating alignment concerns despite small absolute holdings .
- Governance protections: NYSE‑compliant clawback and hedging prohibitions reduce risk of misaligned incentives; pledging requires GC approval, lowering collateral risk .
