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Pablo Cagnoni

President, Research and Development at INCYTEINCYTE
Executive

About Pablo Cagnoni

Pablo J. Cagnoni, M.D., is President, Research & Development at Incyte (appointed April 2023). He holds an M.D. from the University of Buenos Aires and completed post-doctoral training in hematology/oncology at Mount Sinai Medical Center and in stem cell transplantation at the University of Colorado. In 2024, Incyte delivered $4.2B in total revenues (+15% YoY), driven by Jakafi ($2.8B, +8%) and rapid growth of Opzelura ($508M, +50%), alongside significant pipeline milestones and the FDA approval of Niktimvo in January 2025—achievements aligned with his R&D leadership remit .

Past Roles

OrganizationRoleYearsStrategic Impact
Onyx PharmaceuticalsPresident; EVP Global R&D and Technical Operations2013–2015Led global R&D and operations at a leading oncology company
NovartisSVP, Global Head of Clinical Development2009–2013Directed global clinical development across therapeutic areas
Allos TherapeuticsSVP & Chief Medical Officer2007–2009Advanced oncology clinical programs and medical affairs
OSI PharmaceuticalsCMO & VP Clinical Research/Medical Affairs2004–2007Oversaw clinical development and medical affairs in oncology

External Roles

OrganizationRoleYearsStrategic Impact
CRISPR TherapeuticsDirector2015–2019Board oversight for pioneering gene-editing platform
Rubius TherapeuticsCEO & Director2018–2019Led engineered red cell therapeutics strategy
Tizona TherapeuticsPresident & CEO2015–2018Built immuno-oncology pipeline and operations

Fixed Compensation

Metric20232024
Base Salary (set; $)$900,000 $936,000
Salary Paid (reported; $)$517,808 $933,344
Target Bonus ($)$702,000 (2024 annual incentive target)
Actual Bonus Paid ($)$735,750 $1,042,470

Performance Compensation

Incentive TypePerformance MetricWeightingTargetActual/PayoutVesting
Annual Cash Incentive (2024)Corporate/operational goals (ESG included in plan)$702,000 $1,042,470 (paid) Annual
Performance Share Units (PSUs, 2024 grant)Total Shareholder Return (TSR)50% of executive equity mix (2024/2025) 49,627 shares (max 99,254) Grant-date fair value $3,188,535 3-year cliff
RSUs (Jan 18, 2024)Time-based20% of executive equity mix 21,843 shares Grant-date fair value $446,900 4-year, min 12 months
RSUs (Jul 15, 2024)Time-based20% of executive equity mix 19,851 shares Grant-date fair value $1,275,427 4-year, min 12 months
Stock Options (Jul 15, 2024)Time-based (exercise price $64.25)30% of executive equity mix 44,411 options Grant-date fair value $957,391 4-year, min 12 months

Notes: Incyte’s executive equity program emphasizes at-risk pay, with PSUs wholly based on TSR for 2024/2025; performance shares have 3-year performance periods; RSUs and options vest over 4 years and have minimum 12-month vesting; double-trigger equity vesting applies on change-in-control .

Equity Ownership & Alignment

ItemAmountNotes
Total Beneficial Ownership (common shares)21,847As of April 15, 2025; less than 1% of shares outstanding (193,569,840)
Unvested RSUs (initial grant)192,400Vests in four equal tranches commencing June 1, 2026
Additional Unvested RSUs7,251 (2023 grant); 19,851 (2024 grant)Outstanding at 12/31/2024
Options Outstanding (unexercisable)44,411 (granted 7/15/2024; $64.25 strike)Expires 7/14/2034
PSUs (unearned; target)49,6272024 grant; payout contingent on TSR
Hedging/PledgingRobust anti-hedging and anti-speculation; no pledging disclosedCompany policy prohibits hedging/speculative trading; pledging not disclosed
10b5-1 Trading PlansNone disclosed for Cagnoni in Q3’25Item 5 lists plans for other executives; Cagnoni not listed

Employment Terms

ProvisionPre–Change-in-Control (Offer Letter, Apr 2023)Change-in-Control (Employment Agreement; Exec VPs)Executive Severance Plan (Adopted Oct 27, 2025)
Cash Severance2 years of base salary + target bonus 2× (base salary + greater of target or prior-year bonus); plus pro-rata current-year bonus 1× (base salary + target bonus)
BenefitsCOBRA premiums for 2 years COBRA premiums up to 12 months; continued life/disability insurance 12 months COBRA premiums up to 12 months; basic life insurance up to 12 months; outplacement 12 months
Equity AccelerationImmediate vesting of next tranche of initial RSU Full acceleration of unvested options/RSUs; PSUs accelerate at actual or target level per plan Not specified (plan addresses cash/benefits)
TriggersTermination without cause or for good reason (prior to CIC) Termination without cause or constructive termination within 24 months post-CIC (double-trigger) Termination without cause or for good reason (outside CIC window)
Restrictive Covenants12-month non-compete, non-solicit, non-disparagement; confidentiality; cooperation; release requirement

Notes: Incyte maintains a clawback policy and double-trigger equity vesting on CIC; PSUs accelerate at actual or target per award terms; executive trading must be via pre-cleared 10b5-1 plans .

Performance & Track Record

  • R&D Milestones: FDA approval of Niktimvo (axatilimab-csfr) for cGVHD in January 2025; sBLAs filed for retifanlimab (SCAC) and tafasitamab (FL) with approvals anticipated in 2H 2025; multiple Phase 3/Phase 1 program advances (BETi, CDK2, povorcitinib) .
  • Financial Outcomes: 2024 revenues $4.2B (+15%); Jakafi $2.8B (+8%); Opzelura $508M (+50%); royalties $579M (+11%) .
  • Public Commentary: As President, R&D, Cagnoni highlighted positive Phase 1 PoC results for bispecific TGFβR2×PD-1 antibody and KRAS G12D inhibitor ahead of ESMO 2025 presentations .

Compensation Structure Analysis

  • At-Risk Pay Emphasis: 50% PSUs, 30% options, 20% RSUs for executive equity awards in 2024/2025; PSUs entirely TSR-based with 3-year performance period—strong pay-for-performance alignment .
  • Governance Safeguards: Clawback policy; robust anti-hedging; double-trigger CIC equity vesting; minimum 12-month vesting on RSU/option awards .
  • Severance Evolution: 2025 Executive Severance Plan standardizes non-CIC severance at 1× base + target bonus with 12-month covenants, complementing existing CIC agreements (2× cash and full acceleration) .
  • Shareholder Voice: Annual say-on-pay support historically received since 2011; 2025 proposal again seeks approval .

Investment Implications

  • Alignment: TSR-based PSUs and high equity mix support alignment; non-CIC severance covenants add retention hooks, while substantial unvested RSUs commencing in 2026 create multi-year retention incentives .
  • Retention/Turnover Risk: Pre-CIC severance (2 years salary + target bonus) is protective; CIC terms (2× cash + acceleration) could incentivize stability but represent meaningful change-of-control economics for investors to monitor .
  • Trading Signals: No Q3’25 10b5-1 plan disclosed for Cagnoni; combined with anti-hedging and pre-clearance policies, near-term insider selling pressure indicators appear limited from disclosed plans .
  • Execution: 2024–2025 operational and regulatory progress (Niktimvo approval; pending sBLAs; advancing late-stage programs) supports value creation potential under R&D leadership, but TSR outcomes will ultimately drive PSU realizations and perceived pay-for-performance .