Laurent Humeau
INOVIO PHARMACEUTICALSAbout Laurent Humeau
Laurent M. Humeau, Ph.D., is Chief Scientific Officer (CSO) at INOVIO (INO), serving in the role since 2019 after joining the company in 2014 and rising through R&D leadership roles; he previously held senior translational research and R&D roles at Intrexon and VIRxSYS, with a post-doctoral formation at UCSF and a Ph.D. (summa cum laude) from Denis Diderot University and an M.S. from Pierre & Marie Curie University . He was age 58 as of April 7, 2025 . Company performance context during his executive tenure: INOVIO’s 2024 revenue was $0.22M vs $0.83M in 2023 and net loss improved to $(107.3)M from $(135.1)M; corporate TSR (value of $100 initial investment) declined to $3.06 in 2024 from $10.22 in 2023 and $31.26 in 2022, reflecting macro capitalization and funding headwinds typical for clinical-stage biotech .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Intrexon Corporation | Senior Director, Translational Research (Human Therapeutics Division) | Not disclosed | Led translational research supporting therapeutic pipeline |
| VIRxSYS Corporation | Various R&D roles including Chief Scientific Officer and VP R&D | Not disclosed | Guided R&D programs and organizational scientific leadership |
| UCSF | Post-doctoral formation | Not disclosed | Advanced academic research foundation |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| None disclosed | — | — | — |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $475,860 | $494,894 | $494,894 (as of Mar 1, 2024) |
| Target Bonus % of Salary | 40% | 40% | 40% |
| Actual Annual Cash Incentive Payout ($) | $152,275 | $168,264 | Not disclosed for 2024 (not an NEO) — |
| Cash/Benefits (Other) ($) | $13,000 (401(k) match) | $14,968 (401(k) match) | Not disclosed — |
| Equity Grant Detail | 2022 | 2023 |
|---|---|---|
| RSU Grant (#) | Not disclosed in count (value $446,936) | 14,313 RSUs; vest 3 equal annual installments starting May 15, 2024 |
| Option Grant (#) | Not disclosed in count (value $449,936) | 18,749 options at $14.88; 25% vest at grant, then annually over 3 years |
| Total Compensation ($) | 2022 | 2023 |
|---|---|---|
| Total | $1,570,461 | $1,144,927 |
Performance Compensation
| Metric Category (2023) | Weighting (%) | Target | Actual Achievement (%) | Payout Mechanics | Notes |
|---|---|---|---|---|---|
| INO-3107 (RRP) development & pre-commercialization | 50 | Milestones across FDA meetings, Phase 3, diagnostic assay, device strategy, market/advocacy | 46 | Annual cash incentive paid at 85% of target | Target bonus 40% of salary for CSO |
| VGX-3100 development & commercialization path | 10 | Strategic recommendations and regulatory feedback | 7 | Same as above | — |
| Immunotherapy pipeline (e.g., INO‑3112/INO‑5401) | 20 | Mid-stage asset selection, partnership funding, target assessments | 15 | Same as above | — |
| Infectious disease programs | 6 | Partner support and publications | 4 | Same as above | — |
| Corporate (financing, HR) | 14 | Cash runway, talent & DEI | 13 | Same as above | — |
| Corporate Performance Score | 100 | — | 85 | CSO payout $168,264 vs target 40% of salary | — |
PSU program: INOVIO added multi-year PSU awards in 2024 tied ~70% to INO‑3107 milestones (deadlines end-2025 to end-2027) and ~30% to Relative TSR vs Russell 2000 Bio sub-index with 25th/50th/75th percentile thresholds; max PSU value capped at 1,000% of target. Laurent was not an NEO in 2024, so individual PSU awards for him were not disclosed .
Equity Ownership & Alignment
| Ownership as of Mar 25, 2024 | Shares/Units | Notes |
|---|---|---|
| Total Beneficial Ownership | 83,498 shares (<1%) | |
| Exercisable Options (within 60 days) | 57,458 shares | |
| RSUs Vesting within 60 days | 4,771 shares | |
| Ownership Guidelines | Other Executive Officers: 1x base salary; CEO: 3x; Directors: 3x retainer | |
| Compliance Status | All Section 16 Officers deemed making appropriate progress (as of Mar 24, 2025) | |
| Hedging/Pledging | Company policy prohibits hedging and pledging; prohibits short-term/speculative transactions | |
| Clawback | Dodd-Frank compliant clawback adopted; restatement-recovery policy in place |
| Outstanding Equity Awards at Dec 31, 2023 | Units/Dates | Vesting Schedule |
|---|---|---|
| RSUs: 1,878 | Vested Feb 26, 2024 | |
| RSUs: 7,711 | 50% vested Feb 26, 2024; remainder Feb 26, 2025 | |
| RSUs: 11,000 | Vest May 10, 2024 and May 10, 2025 (equal installments) | |
| RSUs: 14,313 | Vest May 15, 2024, 2025, 2026 (equal installments) | |
| 2023 Options: 4,688 unexercised at $14.88 | Grant Feb 27, 2023 | 25% at grant; 25% at each anniversary over three years |
| Legacy Options | Multiple strikes (e.g., $90.72/$84.24/$80.16/$51.48/$40.08/$133.20/$38.64) | Mix of fully vested and scheduled, typical 10-year terms |
Insider selling risk considerations: multiple RSU tranches vesting through 2026 and option tranches annually through 2026 may create periodic liquidity events; however, company policy restricts short-term/speculative transactions and prohibits hedging/pledging .
Employment Terms
| Term | Provision | Details |
|---|---|---|
| Employment Agreement | Base & Bonus | Base salary $494,894 (as of Mar 1, 2024); target bonus 40% of base |
| Severance Plan Participation | As of Mar 4, 2024 | CSO (Dr. Humeau) was a Covered Executive in Severance Plan; 12 months base continuation + COBRA if terminated without cause/for good reason; double-trigger CIC: 18 months base continuation, 1.5x target bonus, 100% acceleration of time-based equity, 18 months COBRA upon Covered Termination within 1 year after CIC |
| 2025 Proxy Reference | Participants listed | 2025 proxy lists Drs. Shea and Sumner as plan participants; does not list Humeau (unclear if changed post-10-K) |
| Non-Compete/Non-Disclosure | Required | Agreement includes non-competition and non-disclosure covenants |
| Clawback | Restatements | Company will recover excess incentive comp upon restatement (Dodd-Frank compliant) |
| Hedging/Pledging | Prohibited | Per Insider Trading Policy and Code of Conduct |
Performance & Track Record
| Company Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Value of $100 Investment (TSR) | $31.26 | $10.22 | $3.06 |
| Revenue ($) | — | $832,010 | $217,756 |
| Net Loss ($) | — | $(135,117,352) | $(107,254,126) |
Key achievements relevant to R&D leadership (company-wide): INO‑3107 received FDA Breakthrough Therapy designation and BLA submission path; EMA CAT certification; ILAP designation in the U.K.; retrospective durability data; strategic Phase 3 planning for INO‑3112; Ebola booster INO‑4201 Phase 1 data and Phase 2 planning .
Compensation Structure Analysis
- Pay-for-performance: CSO target bonus 40% of salary; 2023 corporate performance scored 85% leading to $168,264 payout; equity mix uses options and RSUs with multi-year vesting, encouraging retention and long-term alignment .
- PSU introduction (2024 program): milestone and market-based RSUs tied to INO‑3107 and relative TSR; enhances alignment but limits payouts if total return is negative; max PSU value capped .
- Ownership alignment: executive ownership guidelines in place; progress toward compliance; hedging/pledging prohibited .
- Say-on-pay: shareholder support improved to 74% in 2024 from 64% in 2023; Board increased disclosure and added PSUs in response to feedback .
Say-on-Pay & Peer Group
- Say-on-Pay Votes: 2022 70%, 2023 64%, 2024 74% approval .
- Peer Group: 20 biotech peers (Phase 3/NDA focus; $150M–$1.5B market cap; 100–800 employees); equity targeted near median; Aon engaged as independent consultant .
Investment Implications
- Alignment: Humeau’s compensation is materially at-risk (bonus tied to annual objectives; multi-year equity with vesting), with double-trigger CIC protections and no tax gross-ups, supporting retention without outsized change-in-control inflation .
- Retention risk: 2024 10-K confirms CSO Plan participation; 2025 proxy does not list him—investors should monitor updated participation agreements to assess protection continuity and retention incentives .
- Trading signals: RSU/option vesting through 2026 could create scheduled liquidity; but hedging/pledging bans and ownership guidelines mitigate misalignment and speculative activity .
- Execution focus: Company’s funding runway through Q4 2025 and net loss reduction underscore importance of advancing INO‑3107 BLA and confirmatory trials; compensation metrics are aligned with regulatory and commercialization milestones critical to value creation .