James Meer

About James Meer

James Meer, 55, is Senior Vice President and Chief Accounting Officer at Elanco (ELAN). He joined Elanco in September 2018 after CFO and senior finance roles in healthcare tech and enterprise software, and earlier accounting/strategy roles at 3M (Aearo), Hillrom, Hillenbrand, and EY; he holds a bachelor’s in accounting/business (Marian University) and an MBA (Xavier University) . Company performance context: 2024 revenue was $4.439B with 3% organic constant-currency growth and adjusted EBITDA of $910M, reflecting portfolio momentum and deleveraging initiatives .

Past Roles

Organization	Role	Years	Strategic Impact
Elanco Animal Health	SVP, Chief Accounting Officer	2018–present	Principal accounting leadership at newly independent animal health company
Healthx, Inc.	Chief Financial Officer	2017–2018	Led finance at healthcare technology firm during scale-up phase
Appirio	Senior Vice President, Finance	2014–2017	Drove finance for IT consulting amid growth and client delivery expansion
Salesforce (ExactTarget)	Vice President & Corporate Controller	2011–2014	Led corporate controllership post-acquisition, strengthened reporting controls
3M (Aearo Technologies)	Various finance/accounting/strategy roles	Prior to 2011	Progressively responsible finance roles in industrial safety products
Hillrom	Various finance roles	Prior to 2011	Finance leadership in medical technology operations
Hillenbrand Industries	Various finance roles	Prior to 2011	Financial planning and corporate development exposure
Ernst & Young LLP	Assurance/Advisory	Prior to 2011	Public accounting foundation in auditing and controls

External Roles

Organization	Role	Years	Notes
—	—	—	No external directorships or public boards disclosed for Meer

Fixed Compensation

Component	Terms	Date/Period	Notes
Base salary	$270,000	September 2018 hire	As Chief Accounting Officer per 8-K
Target annual bonus	26% of base salary	September 2018	Under Elanco cash performance bonus plan
Sign-on bonus	$100,000 cash	September 2018	Sign-on, paid at hire
Equity grant (RSUs)	$140,000 grant-date fair value	September 2018	RSUs vest in equal installments over 2 years

Performance Compensation

Metric	Weighting	Target	Actual	Payout	Vesting
Not disclosed for Meer	—	—	—	—	—

Company incentive metrics (context – NEO program):

Metric	2024 Threshold	2024 Target	2024 Actual	Corporate Bonus Multiple
Elanco Cash Earnings (ECE) (economic profit)	$(860)M	$(520)M	$(509)M	103%
Performance Awards (Adjusted EBITDAR)	Two-year cycle	Prior-year Adjusted EBITDAR plus required return	2023-2024 cycle paid at 90.36% avg multiple for NEOs	Pays after performance period

Notes: Elanco’s annual cash incentive is based on year-over-year change in ECE; long-term PAs are based on Adjusted EBITDAR over a two-year period. The company removed the impact of the 2024 aqua divestiture from both ECE and PA calculations to avoid undue penalty from portfolio optimization .

Equity Ownership & Alignment

Policy/Practice	Details	Applicability
Executive stock ownership guidelines	CEO: ≥6x salary; other executive officers: ≥3x salary; hold ≥50% of vested equity until compliant	Executive officers (includes CAO role)
Anti-hedging/anti-pledging	Executives and directors prohibited from hedging or pledging Elanco stock	All executives/directors
Clawbacks	Required NYSE-compliant recoupment for restatements; supplemental policy for misconduct/restatements, recovery up to 3 years	Executives and senior management
Deferred compensation	Ability to defer base/bonus and full-value equity; 1:1 match on deferrals into Elanco stock up to 6% of base+bonus (2-year cliff vest)	Senior management incl. executives
Beneficial ownership disclosure	Proxy tables list directors/NEOs; individual CAO holdings not separately disclosed	Meer’s specific share count not disclosed in proxy

Employment Terms

Term	Details	Notes
Employment start	September 2018	Became principal accounting officer at IPO separation
Initial appointment compensation	Base $270k; target bonus 26%; $100k sign-on; $140k RSUs (2-year vest)	Per Item 5.02 8-K at hire
Employment agreements	Company states NEOs have no individual employment agreements; plan-based benefits apply	Company-level policy reference
Executive Severance Plan (non-CIC)	Lump sum = 1x base + 1x target bonus for executives (CEO 2x), plus 12 months benefit contributions (CEO 24 months), and outplacement	Applies to eligible senior executives; adopted Nov 2020
Change-in-Control Plan (CIC)	Double-trigger; severance = 2 years’ base + 2x target bonus; 18 months benefit continuation; no excise tax gross-ups	NEO plan; company adopted CIC plans broadly at IPO
Equity treatment on termination/CIC	CIC: RSUs/options fully vest; PAs vest at target. Non-CIC qualifying termination: pro-rata vesting per award terms	Award acceleration mechanics

Investment Implications

Disclosure depth: Meer is a key finance leader but not a Named Executive Officer; detailed annual pay outcomes and current beneficial ownership aren’t disclosed in proxy tables, limiting direct pay-for-performance calibration at the individual level. Monitor Section 16 Form 4 filings for any selling pressure or alignment signals going forward.
Alignment frameworks: Strong governance mitigants—3x salary ownership guideline for executive officers, anti-hedging/anti-pledging, and robust clawbacks—support shareholder alignment and reduce red-flag risks around hedging/pledging and windfall retention .
Incentive design signal: Company-wide incentives emphasize cash earnings (ECE) and Adjusted EBITDAR, with transparent adjustments for portfolio actions (aqua divestiture). 2024 ECE delivered a 103% corporate multiple, suggesting modest over-target performance and disciplined capital accountability—constructive for finance leadership credibility .
Team continuity: CFO transition in July 2025 may raise near-term finance organization execution risk; continued presence of a seasoned CAO (Meer) helps continuity in disclosure controls and reporting quality during leadership change .