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Brett P. Monia

Brett P. Monia

Chief Executive Officer at IONIS PHARMACEUTICALSIONIS PHARMACEUTICALS
CEO
Executive
Board

About Brett P. Monia

Brett P. Monia, Ph.D. (age 63), is CEO of Ionis Pharmaceuticals (since Jan 2020) and a director (since Mar 2019). A company founder, he has 35+ years at Ionis, is an inventor on 100+ issued patents, and has published 200+ scientific manuscripts . Under his leadership, Ionis reported 2024 revenue of $705 million and ended 2024 with $2.3 billion in cash and short-term investments as the company transitioned to a fully integrated commercial-stage biotech with its first U.S. launch (TRYNGOLZA) . Pay-versus-performance disclosures show mixed relative TSR outcomes year to year (see Performance & Track Record), and 2024 say-on-pay received ~96% support, signaling investor alignment with pay design .

Past Roles

OrganizationRoleYearsStrategic Impact
Ionis PharmaceuticalsCEO2020–presentLed commercialization pivot; oversaw first U.S. Ionis-owned launch and expanded late-stage pipeline .
Ionis PharmaceuticalsChief Operating Officer2018–2019Enterprise operations and execution leadership .
Ionis PharmaceuticalsSVP, Drug Discovery2012–2018Advanced antisense platform and pipeline programs .
Ionis PharmaceuticalsVP, Drug Discovery2009–2012Preclinical and discovery leadership .
Ionis PharmaceuticalsVP, Preclinical Drug Discovery2000–2009Built preclinical capabilities .
Ionis PharmaceuticalsMolecular Pharmacology (various roles)1989–2000Founder-scientist; 100+ patents; 200+ manuscripts; core technology development .

External Roles

OrganizationRoleYearsNotes
Cognition Therapeutics, Inc.Director2020–presentPublic clinical-stage neuroscience company .

Fixed Compensation

YearBase Salary ($)Target Bonus %Actual Bonus ($)Notes
20251,051,776 65% Approved Dec 2024; effective 2025 .
20241,008,898 65% 1,024,662 Company PF 125%; Individual PF 125% .
2023960,855 65% 1,405,250
2022824,800 65% 837,688

Performance Compensation

  • Design highlights
    • Annual MBO cash bonus uses Company Performance Factor (max 200%) and Individual Performance Factor (max 160%); CEO target 65% of salary; bonuses are 100% at risk . 2024 Company PF = 125% (key launches, revenue beat, pipeline progress); CEO IPF = 125% .
    • PRSUs vest on a single 3-year performance period (grants 2023+), tied to relative TSR vs a defined peer set; payout 0–200% of target; if absolute TSR is negative, payout capped at 100% even if percentile >50th .

| 2024 MBO (Cash) | Weighting | Target | Actual | Payout | Vesting/Payment | |---|---:|---:|---:|---| | Company Performance Factor | — | — | 125% | — | Set by Compensation Committee . | | Individual Performance Factor (CEO) | — | — | 125% | — | — . | | CEO Target (%) | — | 65% of salary | — | — | — . | | CEO Bonus ($) | — | — | — | 1,024,662 | Paid Jan 2025 for 2024 performance . |

PRSU Design (2023+ grants)TSR PercentileMultiplier
Threshold25th50% .
Target50th100% .
Above target60th125% .
Strong75th150% .
Maximum90th200% .
Negative absolute TSR guardrailCap at 100% .
Recent PRSU Outcome (Grant cohort earned in Jan 2025)Ionis TSRRelative TSR PercentilePayout as % of TargetShares Earned (CEO)
3-year performance (2022 PRSU cohort)11.54%77th150%25,372 .
2024 CEO Equity GrantsGrant DateTypeShares/OptionsExercise/PriceGrant Date Fair Value ($)Vesting/Terms
Annual option1/2/2024Stock option116,580$52.873,004,74625% at 1 year; monthly thereafter; 10-year term .
Annual RSU1/15/2024RSU87,4354,681,27025% per year over 4 years .
Annual PRSU (target)1/15/2024PRSU71,775 (target); 143,550 max5,627,878Single 3-year performance; relative TSR .
2025 cycle awards (for 2024 perf.)1/2025Options/RSUs/PRSUs86,263 opt; 129,395 RSU; 84,975 PRSU target (169,950 max)Same vesting and PRSU structure .

Equity Ownership & Alignment

ItemDetails
Beneficial ownership774,866 shares; <1% of outstanding .
Near-term exercisable options593,886 options exercisable on or before May 30, 2025 included in beneficial ownership .
Unvested RSUs (as of 12/31/2024)16,652 (1/15/2021) ; 25,372 (1/15/2022) ; 66,753 (1/15/2023) ; 87,435 (1/15/2024) .
Outstanding PRSUs (threshold units as of 12/31/2024)8,457 (2022) ; 36,532 (2023) ; 35,887 (2024) .
Ownership guidelinesCEO must hold 6x base salary; as of Mar 31, 2025, Monia “narrowly missing” by ~7% due to market volatility .
Hedging/pledgingHedging and pledging company stock are prohibited .
Trading plan policyExecutive officers are required to trade only via Rule 10b5-1 plans; no open-market trading outside plans (with limited exceptions) .

Vesting cadence and potential selling pressure

  • RSUs vest annually on Jan 15 for recent grants; options vest 25% at year 1, then monthly; PRSUs cliff-vest at the end of their 3-year performance period (e.g., 2024 grant → early 2027; 2025 grant → early 2028) . Given 10b5-1-only trading, liquidity events typically align with scheduled vesting, exercises, and tax-withholding transactions .

Employment Terms

ScenarioCash SeveranceBonusEquityHealth BenefitsTriggers/Notes
Termination without cause / resignation for good reason (non-CIC)18 months base salary (lump sum) Pro-rated target bonus for year of termination (CEO only) Acceleration of stock options/RSUs that would have vested during next 18 months Continued medical/dental for 18 months Release incl. non-solicit and non-disparagement required .
Double-trigger CIC (during period from 3 months before to 12 months after a CIC)24 months base salary (lump sum) Target bonus for year of termination Full acceleration of all options and RSUs outstanding at termination Continued medical/dental for 24 months No excise tax gross-up; potential 280G cutback to optimize after-tax .
Estimated benefits (12/31/2024)CEO totals: $3,410,228 (CIC) / $2,229,780 (non-CIC) .

Board Governance

AttributeDetails
Board serviceDirector since March 2019 .
Dual-role implicationsCEO and director, but not Chair; Chair is independent (Dr. Joseph Loscalzo). Separate Independent Lead Director (Joseph Wender) .
Independence statusNot independent (CEO) .
Committee rolesNone listed for Monia .
AttendanceBoard met 4 times in 2024; each director attended ≥75% of their meetings .
Executive sessionsIndependent directors held executive sessions 4 times in 2024 .
Director compensationNon-employee directors receive cash retainers and equity under a separate plan; employee directors (e.g., CEO) do not receive director retainers/equity under the non-employee plan .

Director Compensation (context for dual roles)

  • Non-employee director cash retainers: base $60,000; additional retainers for Chair, Lead Independent Director, committee chairs/members .
  • Annual director equity grants are capped and delivered under a Non-Employee Directors’ Stock Option Plan; CEO not included in this program .

Performance & Track Record

  • Operational/strategic achievements (2024):
    • Launched TRYNGOLZA (olezarsen) in the U.S., moving Ionis into commercial-stage operations; WAINUA commercialization milestones; filed/advanced multiple regulatory submissions .
    • Nine Phase 3 programs ongoing; advanced additional programs to Phase 3 and IND-enabling studies; initiated first Ionis siRNA trials .
    • 2024 revenue $705 million (exceeding guidance); year-end cash and ST investments $2.3 billion .
  • Pay-versus-performance one-year relative TSR percentile rank (Company-selected measure):
    • 2024: ~34th percentile
    • 2023: ~89th percentile
    • 2022: ~81st percentile
    • 2021: ~41st percentile
    • 2020: ~35th percentile
  • Say-on-pay: ~96% approval in 2024 .

Compensation Structure Analysis

  • Mix and at-risk pay:
    • ~63% of CEO’s 2024 compensation was performance-based (cash bonus, options, PRSUs), with PRSUs constituting 33% of CEO equity awards; options are used to preserve upside alignment .
  • Performance rigor adjustments:
    • PRSU structure tightened in 2023: single 3-year cliff with higher maximum payout hurdle (90th percentile relative TSR from 75th prior) and negative TSR cap at 100% .
  • Governance safeguards:
    • Clawback compliant with SEC/Nasdaq 2023 rules; no option repricing/cash-outs without stockholder approval; no perquisites; no tax gross-ups (other than relocation) .
    • Anti-hedging and anti-pledging policies; executives trade via Rule 10b5-1 only .
  • Peer group and benchmarking:
    • 2024 peer group adjusted (Apellis added; Sage removed); benchmarking uses 25th/50th/75th percentile references without strict mechanical targeting .

Equity Ownership & Alignment (Policy and Compliance)

  • Stock ownership multiples: CEO 6x base salary; as of March 31, 2025, Monia was “narrowly missing” target by ~7% due to market volatility; directors have 5x retainer guideline .
  • No hedging/pledging permitted; ESPP shares have a 6-month minimum holding period .

Employment & Contracts

  • No individual employment agreement; coverage under a broad Severance Benefit Plan (amended Mar 17, 2022) .
  • Double-trigger CIC protection (salary and benefits durations noted above); non-CIC benefits include targeted pro-rated bonus for CEO, partial equity acceleration and COBRA .

Other Directorships & Interlocks

  • Current public board: Cognition Therapeutics; no disclosure of compensation committee interlocks involving Monia; 2024 comp committee comprised solely of independent directors with no insider participation .

Risk Indicators & Red Flags

  • Positive: robust clawback; no option repricing; restrictive trading (10b5-1 only); anti-hedging/anti-pledging; strong say-on-pay support .
  • Watch: equity vesting cadence around January and PRSU cliffs can create periodic supply; CEO just below ownership guideline (~7% short) as of 3/31/25 (monitor for catch-up) .

Compensation Peer Group (2024 updates)

  • Peer group tuned to $2–$19B market cap, $250M–$2.5B TTM revenue; Apellis added; Sage removed; some larger peers retained for continuity and talent market relevance .

Say-on-Pay & Shareholder Feedback

  • 2024 say-on-pay: ~96% approval; comp design changes over recent years included increasing PRSU weight and tightening TSR goals, aligning with investor feedback .

Investment Implications

  • Alignment: High at-risk pay mix (PRSUs/options) and stricter TSR hurdles align CEO rewards to shareholder outcomes; clawback, anti-hedge/pledge, and 10b5-1-only trading reduce governance risk .
  • Retention risk: Competitive severance/CIC terms and ongoing multi-year equity reduce flight risk; CEO narrowly missing ownership guideline (~7%) likely transitory with market moves/ongoing vesting .
  • Trading signals: Expect vesting-related activity around mid-January (RSUs) and 3-year PRSU cliffs (2027, 2028) under 10b5-1 plans; limited discretionary trading .
  • Performance execution: 2024 revenue beat, first proprietary U.S. launch, and broad Phase 3 pipeline support value creation case; TSR outcomes vary year-to-year, reinforcing the relevance of relative TSR PRSUs .