Michael Geffner
About Michael Geffner
Michael Geffner, M.D., M.B.A., age 56, has served as Immunovant’s Chief Medical Officer since January 2024. He is dual board certified in Pediatrics and Neurology (Child Neurology), earned his medical degree from Albany Medical College and an M.B.A. from Fairleigh Dickinson University . As a clinical-stage company, Immunovant does not use revenue/EBITDA financial measures for executive pay; FY2025 “Pay vs Performance” shows IMVT TSR value at 107 (down from 201 in FY2024), with FY2025 net loss of $413.8 million and year-end stock price of $17.09 (vs $32.31 in FY2024) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Clindevex Consulting, Inc. | Principal | Oct 2022–Jan 2024 | Provided clinical development consulting to biotech/pharma sponsors |
| BlueSphere Bio | Chief Medical Officer & Head of Product Development | Jun 2020–Jun 2022 | Led immuno-oncology pipeline (adoptive T-cell therapeutics) |
| Achillion Pharmaceuticals (now AstraZeneca) | Led Hematology Clinical Development (danicopan); Head of Global Medical Affairs | Nov 2015–Apr 2020 | Directed clinical development and global medical affairs for hematology asset |
| Schering‑Plough/Merck | Senior leadership across Clinical Development, Clinical Operations, Medical Affairs | ~15 years prior to 2015 | Led anti-infectives/hospital & specialty care medical affairs teams; US medical affairs integration lead; clinical development leader |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| None disclosed | — | — | No public company directorships or committee roles disclosed for Dr. Geffner |
Fixed Compensation
| Component | FY2025 | Notes |
|---|---|---|
| Base Salary | $518,000 | Set via employment agreement; reviewed by Compensation Committee |
| Target Bonus % of Base | 45% | Board set target for Geffner at 45% of base |
| Actual Bonus Paid | $233,100 | Paid at 100% of target for FY2025 |
Performance Compensation
Annual Bonus Structure (FY2025)
| Metric Category | Target | Achievement | Payout |
|---|---|---|---|
| Progression of endocrinology & rheumatology portfolio | Pre-set goals; max 200% | Certified at 100% of target | $233,100 |
| Progression of neurology & dermatology portfolio | Pre-set goals; max 200% | Certified at 100% of target | Included in $233,100 |
| CMC activities aligned with strategy | Pre-set goals; max 200% | Certified at 100% of target | Included in $233,100 |
| Scaling HR & budget goals | Pre-set goals; max 200% | Certified at 100% of target | Included in $233,100 |
Equity Awards Granted (FY2025 cycle)
| Grant Date | Instrument | Quantity | Strike/Price | Expiration | Vesting Schedule | Grant Date Fair Value |
|---|---|---|---|---|---|---|
| 04/02/2024 | Stock Options | 68,723 | $30.78 | 04/02/2034 | 25% at 1st anniversary; remainder monthly over 36 months | $1,554,789 |
| 04/02/2024 | RSUs | 54,978 | n/a | n/a | 25% at 1st anniversary; remainder quarterly over 12 quarters | $1,692,223 |
| 01/17/2023 | Stock Options | 150,000 total (75,000 exercisable; 75,000 unexercisable) | $18.06 | 01/17/2033 | 25% at 1st anniversary; remainder quarterly over 12 quarters | — |
| 01/17/2023 | RSUs | 100,000 (50,000 unvested as of 3/31/2025) | n/a | n/a | 25% at 1st anniversary; remainder quarterly over 12 quarters | — |
Option exercises: None in FY2025; RSUs vested: 25,000 shares, value realized $697,063 .
Equity Ownership & Alignment
| Category (as of June 13, 2025) | Shares | % of Outstanding | Notes |
|---|---|---|---|
| Total beneficial ownership | 165,155 | <1% | Includes exercisable options and RSUs vesting within 60 days |
| Common stock (direct) | 38,812 | — | Directly held shares |
| Options exercisable within 60 days | 116,657 | — | Included in beneficial ownership calc |
| RSUs vesting within 60 days | 9,686 | — | Included in beneficial ownership calc |
Outstanding unvested awards (as of March 31, 2025):
- Unexercisable options: 75,000 @ $18.06 exp 2033; 68,723 @ $30.78 exp 2034 .
- Unvested RSUs: 50,000 (2013 grant) and 54,978 (2024 grant) .
Policies:
- Hedging/Speculative trading is prohibited for executive officers/directors .
- Clawback policy compliant with Exchange Act Rule 10D-1; recovery of erroneously awarded incentive compensation in case of restatement .
- Stock ownership guidelines for executives not disclosed; pledging policy not specifically disclosed .
Employment Terms
| Scenario | Cash Severance | Target Bonus Paid | COBRA Continuation | Equity Acceleration | Total Estimated |
|---|---|---|---|---|---|
| Termination without cause or resignation for good reason | $518,000 | — | $24,249 | — | $542,249 |
| Termination without cause or resignation for good reason within 12 months post-Change-in-Control (double trigger) | $518,000 | $207,200 | $32,332 | RSUs accel: $1,794,074 | $2,551,606 |
Key contract features:
- At-will employment; agreement dated January 2024 .
- Standard restrictive covenant agreement executed; detailed non-compete/non-solicit terms not disclosed .
- Change-in-control benefits require termination (double trigger); time-based equity accelerates; no single-trigger CIC payments .
- No excise tax gross-ups; limited perquisites; no pension or nonqualified deferred comp .
Performance & Track Record (Company context during tenure)
| Metric | FY2024 | FY2025 |
|---|---|---|
| IMVT TSR (value of $100 invested since 3/31/2021) | 201 | 107 |
| Closing price (fiscal year-end) | $32.31 | $17.09 |
| Net loss ($ thousands) | $(259,336) | $(413,840) |
Company states it does not use financial measures (revenue/EBITDA) to link executive compensation due to clinical-stage status; bonus metrics are strategic/operational .
Compensation Committee & Peer Benchmarking
- Independent compensation consultant: Compensia; independence assessed; supports peer reviews and market data .
- FY2025 peer group included: Apellis, Arcellx, Arrowhead, Biohaven, Blueprint, BridgeBio, CRISPR, Cytokinetics, Madrigal, Nuvalent, Revolution Medicines, Vaxcyte, Xenon .
- Committee considers 25th/50th/75th percentile market data but does not target specific percentile; multiple qualitative factors used .
Say‑on‑Pay & Shareholder Feedback
- 2024 say‑on‑pay approval exceeded 97%, indicating strong investor support for the compensation program .
- Annual say‑on‑pay frequency maintained .
Investment Implications
- Alignment: Geffner’s mix skews toward multi-year equity with standard four-year vesting; strict anti‑hedging and compliant clawback policies strengthen alignment. No single‑trigger CIC and absence of tax gross‑ups are governance positives .
- Retention and selling pressure: RSUs vest quarterly and options monthly post-cliff; FY2025 saw 25,000 RSUs settle and significant unvested balances remain, implying ongoing periodic share releases but no FY2025 option exercises; monitor Form 4s for selling windows and potential 10b5‑1 plans .
- Pay for performance: FY2025 bonus paid at 100% of target tied to pipeline and CMC/human capital goals (not financials), consistent with clinical-stage profile; investor scrutiny should focus on milestone execution and TSR trajectory given FY2025 drawdown .
- Change‑of‑control economics: Double‑trigger CIC terms with equity acceleration and ~1x salary+target bonus produce ~$2.55M estimated payout; manageable relative to peers and not overly dilutive, but RSU acceleration can add supply pressure in a transaction .