Tomas Navratil
GLAUKOSAbout Tomas Navratil
Dr. Tomas Navratil, age 48, is Chief Development Officer at Glaukos (GKOS) since April 2022, following service as SVP, Research & Development (Oct 2020–Apr 2022). He holds a B.S. and Ph.D. in chemistry from the University of North Carolina at Chapel Hill and is a Morehead Scholar, with ~20 years in ophthalmic drug/device R&D and regulatory affairs across FDA, EMA, and APAC submissions . Company performance in 2024 featured 22% net sales growth versus 2023 and a strong TSR of 275.27; management highlighted U.S. Glaucoma net sales +32% and international Glaucoma +21% YoY, with key pipeline milestones advancing toward commercialization and long-term value creation .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Nicox Group / Nicox S.A. | General Manager, Nicox Ophthalmics, Inc.; EVP & Global Head of R&D | 2017–Oct 2020 | Led global ophthalmic R&D; advanced multiple programs and organizational leadership |
| Envisia Therapeutics | SVP, Development | Not disclosed | Senior development leadership in sustained-release drug/device programs |
| Liquidia Technologies | SVP, Development | Not disclosed | Senior development leadership in pulmonary/ocular delivery |
| Parion Sciences | Director-level roles (drug discovery, clinical R&D, medical affairs) | Not disclosed | Advanced discovery-to-clinic functions across programs |
| Inspire Pharmaceuticals | Director-level roles (drug discovery, clinical R&D, medical affairs) | Not disclosed | Advanced clinical and medical affairs capabilities |
External Roles
No public company directorships or external board roles for Dr. Navratil are disclosed in the 2025 proxy .
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | 400,000 | 420,000 | 454,000 |
| Target Bonus (% of Base) | Not disclosed | 60% | 60% |
| Target Bonus ($) | Not disclosed | 252,000 | 272,400 |
| Actual Bonus Paid ($) | 313,110 | 433,779 | 416,598 |
| Bonus Payout (% of Target) | Not disclosed | Not disclosed | 152.9% |
Performance Compensation
Annual Bonus Design and Outcomes (2024)
- Weighting: 75% corporate objectives, 25% individual performance for non-CEO NEOs; CEO at 100% corporate .
- Payout: 152.9% of target for all NEOs; Dr. Navratil took his bonus in 100% cash ($416,598) .
- Plan cap: 200% of target .
| Metric | Weighting | Target | Actual | Payout | Vesting/Settlement |
|---|---|---|---|---|---|
| Annual Bonus (Cash) | 75% Corporate / 25% Individual | 60% of base ($272,400) | Formulaic achievement 152.9% | $416,598 | Cash paid; RSU election not used by Dr. Navratil |
Long-Term Incentives (2024)
- Structure change: For other NEOs (incl. Dr. Navratil), PRSUs increased to 50% of total LTI; time-based equity comprised solely RSUs for Dr. Navratil (he elected no options) .
- PRSU metric: iDose TR revenue goals (2024–2026) with threshold at 80% of 2024 target; max 250% of target; no more than one-third of target can vest each year; one-third of target earned for 2024 achievement (Company does not disclose product-level revenues) .
- Time-based RSUs vest 25% on each of the first four anniversaries of grant date; options (for those who elected them) vest 25% at year 1, remainder monthly over 36 months .
| Incentive Type | Grant Date | Metric/Design | Weighting | Target | Actual/Earned | Vesting |
|---|---|---|---|---|---|---|
| PRSUs | 03/14/2024 | iDose TR net revenue goals (2024–2026); 0–250% earned range | 50% of LTI | 11,075 target units | One-third of target earned for 2024; exact revenue not disclosed | Max 1/3 target can vest per year; earned units vest upon CNG determination |
| Time-based RSUs | 03/14/2024 | Time-based, no options elected by Dr. Navratil | 50% of LTI | 11,075 units | N/A (time-based) | 25% per year on grant anniversaries (03/14/2025–2028) |
2024 Equity Grants Detail (Grant-Date Fair Value and Counts)
| Award Type | Grant Date | Threshold (#) | Target (#) | Max (#) | Grant-Date Fair Value ($) |
|---|---|---|---|---|---|
| Time-Based RSUs | 03/14/2024 | — | 11,075 | — | 950,013 |
| PRSUs | 03/14/2024 | 5,538 | 11,075 | 27,688 | 950,013 |
Option Awards (Outstanding)
| Grant Date | Options (#) | Exercise Price ($/sh) | Expiration | Vesting Schedule |
|---|---|---|---|---|
| 10/19/2020 | 4,181 | 55.00 | 10/19/2030 | 25% at year 1; remainder monthly over 36 months |
| 03/18/2021 | 8,238 | 85.94 | 03/18/2031 | 25% at year 1; remainder monthly over 36 months |
Dr. Navratil did not elect options in his 2024 time-based equity; his 2024 LTI was split between time-based RSUs and PRSUs .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership (shares) | 51,984 shares (<1% of 57,086,023 shares outstanding) |
| Within 60 Days: Options Exercisable | 12,969 shares |
| Within 60 Days: RSUs to be Delivered | 2,001 shares |
| Stock Awards Vested in FY 2024 | 24,031 shares; value $2,338,918 |
| Stock Ownership Guidelines | NEOs must hold ≥3× base salary; compliance confirmed as of Jan 1, 2025 |
| Hedging/Pledging | Prohibited for executive officers (anti-hedging/anti-pledging policies) |
| Clawback | Executive compensation recovery policy (2023), three-year lookback for restatements |
Employment Terms
- Severance and Change-in-Control agreements (double-trigger for CIC) in place for all NEOs; no excise tax gross-ups; cut-back applies if beneficial .
| Scenario (Assumed 12/31/2024) | Salary Severance ($) | Bonus Severance ($) | Stock Options Acceleration ($) | RSU/PSU Acceleration ($) | Healthcare Continuation ($) | Total ($) |
|---|---|---|---|---|---|---|
| Death or Disability | — | — | 35,200 | 9,869,651 | — | 9,904,851 |
| Involuntary Termination (no CIC) | 454,000 | — | 35,200 | 2,686,775 | 24,779 | 3,200,754 |
| Involuntary Termination + CIC (Double Trigger) | 681,000 | 408,600 | 35,200 | 9,869,651 | 37,169 | 11,031,620 |
Key contract terms:
- Non-CIC termination: 12 months base salary; 12 months medical/dental; vesting of equity scheduled to vest in the 12 months after termination .
- CIC termination (within 3 months before or 12 months after CIC): 18 months base salary + 1.5× target bonus; 18 months medical/dental; full vesting of all outstanding equity .
- Definitions of cause/good reason/CIC specified; benefits contingent on release of claims .
Governance and Pay Practices
- Compensation, Nominating & Governance Committee members: Mark J. Foley (chair), Gilbert H. Kliman, M.D., Marc A. Stapley, Denice M. Torres .
- Compensation best practices include: majority variable pay, capped bonuses, anti-hedging/pledging, double-trigger CIC, stock ownership guidelines, clawback, independent consultant; no excise gross-ups, no option repricing .
- 2024 Say-on-Pay support: 95% .
- Peer group used for benchmarking (2025): 21 companies including Apellis, Haemonetics, Ionis, TransMedics, Axonics, Halozyme, iRhythm, Ultragenyx, etc.; NEO salaries near/below peer medians; 2024 increases for Thurman and Navratil were market adjustments toward medians .
Investment Implications
- Alignment: High proportion of performance-based equity (50% PRSUs) tied to iDose TR multi-year revenue goals creates strong linkage between compensation and commercial execution; anti-hedging/pledging plus 3× salary ownership guideline (compliant) strengthens alignment .
- Retention vs. selling pressure: Significant unvested PRSUs (multi-year) and time-based RSUs, alongside FY2024 vesting of 24,031 shares (value $2.34M), imply ongoing scheduled supply but meaningful retention hooks; absence of 2024 option elections reduces near-term exercise-driven selling risk .
- Change-of-control economics: Double-trigger CIC with full equity acceleration produces substantial value ($11.0M scenario), which can incentivize continuity through a transaction but may be dilutive under a deal; no tax gross-up mitigates shareholder-unfriendly optics .
- Execution risk: PRSU performance hinges on iDose TR commercialization and revenue trajectory (2024 target exceeded; 1/3 target earned), embedding pipeline-commercialization risk directly into pay outcomes; successful continuation is a positive trading signal tied to product uptake .