Carole Huntsman
MADRIGAL PHARMACEUTICALSAbout Carole Huntsman
Carole Huntsman is Executive Vice President and Chief Commercial Officer at Madrigal Pharmaceuticals, appointed in November 2023; she is 60 years old, with a B.A. in History and an M.B.A., both from Boston College . She led North America Specialty Care and served as U.S. Country Lead at Sanofi prior to joining Madrigal, bringing more than 30 years of biopharma commercialization leadership . Company performance under her tenure included the first-in-disease U.S. launch of Rezdiffra (resmetirom), generating $180.1 million of net revenue in 2024, and corporate bonus outcomes of 142% of target based on FDA approval, launch execution, market access and sales achievements .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Sanofi (incl. Sanofi Genzyme) | Senior Vice President, Head of Specialty Care North America; U.S. Country Lead; Global MS Lead; Head of MS, Oncology & Immunology Specialty Care NA; VP/BU Head MS NA | 2012–2023 | Led large-scale specialty care commercialization; U.S. market execution and access leadership |
| EMD Serono / Serono, Inc. | SVP U.S. Neurology & Rheumatology; VP Marketing U.S. Neurology | n/a | P&L and marketing leadership in neurology |
| Muro Pharmaceuticals; Pfizer Inc. | Various roles | n/a | Early commercial experience across pharma |
| U.S. Army | Officer | n/a | Leadership and discipline foundation |
External Roles
No public company board roles or external directorships disclosed for Huntsman .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $61,922 | $525,000 |
| Target Bonus % of Salary | 40% | 45% |
| Target Bonus ($) | $26,000 | $236,250 |
| Actual Bonus Paid ($) | $32,000 | $335,475 |
Performance Compensation
Annual Cash Incentive (Corporate Objectives and Outcomes for 2024)
| Objective | Weight at Target | Achievement | Notes |
|---|---|---|---|
| FDA Approval | 25.33% | 37.5% | Approval received March 14, 2024; favorable label |
| Study Enrollment | 12.33% | 18.0% | MAESTRO NASH OUTCOMES enrollment exceeded targets |
| Resmetirom Launch | 20.33% | 43.4% | $180.1M net revenue in 2024 |
| Market Access | 5.33% | 7.5% | >80% commercial lives covered by 9/30/24 |
| Sales | 10.33% | 10.5% | Exceeded internal sales targets |
| Medical Affairs | 5.33% | 7.5% | Significant awareness in medical community |
| Financing | 5.33% | 7.5% | Raised $690M in upsized financing |
| Pipeline Expansion | 10.33% | 2.6% | Evaluation/diligence of multiple programs |
| Intellectual Property | 5.33% | 7.5% | Prosecuted patents on resmetirom |
| Total Payout | 100% | 142.0% | Huntsman actual bonus $335,475 for 2024 |
Long-Term Incentives (2024 Program and Huntsman Grants)
Madrigal’s 2024 LTI mix: one-third RSUs, one-third stock options, one-third PSUs (relative TSR vs Nasdaq Biotechnology Index), with PSU payout below target at <50th percentile and 2x at ≥90th percentile; interpolation between 50th–90th percentile .
| Instrument | Grant Date | Quantity | Exercise Price | Grant-Date Fair Value ($) | Vesting |
|---|---|---|---|---|---|
| PSUs (relative TSR) | 1/23/2024 | 3,639 target; 7,278 max | n/a | $1,412,005 | 3-year performance; payout tied to relative TSR |
| RSUs | 1/23/2024 | 3,639 | n/a | $833,331 | 25% on each of 4 anniversaries of grant, service condition |
| Stock Options | 1/23/2024 | 5,483 unexercisable at YE 2024 | $229.00 | $833,280 | 25% at first anniversary; 6.25% quarterly thereafter |
| Sign-on RSUs | 11/20/2023 | 7,834 | n/a | $1,488,852 (2023 SCT stock awards) | 25% annually over 4 years |
| Sign-on Options | 11/20/2023 | 10,077 (2,519 exercisable; 7,558 unexercisable at YE 2024) | $190.05 | $1,559,501 (2023 SCT option awards) | 25% at first anniversary; 6.25% quarterly thereafter |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 5,492 shares; percentage denoted “*” (less than 1%); based on 22,187,716 shares outstanding as of April 1, 2025 |
| Options (Grant 11/20/2023) | 2,519 exercisable; 7,558 unexercisable; $190.05 exercise price; expires 11/20/2033 |
| Options (Grant 1/23/2024) | 5,483 unexercisable; $229.00 exercise price; expires 1/23/2031 |
| Unvested RSUs | 3,639 outstanding at YE 2024 |
| Unearned PSUs | 7,278 outstanding (maximum) at YE 2024 |
| 2024 Vesting/Exercises | 1,959 RSUs vested; $621,179 value realized; no option exercises |
| Hedging/Pledging | Company policy prohibits hedging and pledging of Company securities and margin accounts |
Employment Terms
| Term | Disclosure |
|---|---|
| Role & Start Date | Appointed Chief Commercial Officer effective November 20, 2023 |
| Offer Terms | Base salary $525,000; target bonus 40% at hire; sign-on equity: 7,834 time-based RSUs and 10,077 options with standard vesting (25% at first anniversary; 6.25% quarterly thereafter) |
| Target Bonus Update | Target bonus increased to 45% for 2024 to ensure competitiveness in commercial stage |
| Severance (non-CoC) | 12 months base salary and target bonus, paid in 12 monthly installments; 12 months vesting credit for restricted stock and stock options; continuation of medical benefits for 12 months |
| Change-of-Control | Single-trigger vs double-trigger structure: upon Qualifying Separation following change in control, lump-sum payment of 12 months base salary and target bonus; full vesting of restricted stock and options; 12 months medical benefits |
| Clawback | Dodd-Frank/Nasdaq clawback adopted Nov 2023 (3-year lookback on restatements); supplemental misconduct clawback adopted April 2024 |
| Tax Gross-ups | Severance/CoC agreements do not contain tax gross-up provisions |
| Insider Trading | Insider Trading Policy in place; hedging and pledging prohibited |
Investment Implications
- Alignment and retention: Equal-mix 2024 LTI (RSUs/options/PSUs) plus sizable sign-on equity provides strong retentive value and ties Huntsman’s compensation to TSR and commercial execution; hedging/pledging prohibitions and clawback policies enhance alignment and governance .
- Near-term selling pressure: Options from 11/20/2023 reach 25% vesting at first anniversary with continued quarterly vesting thereafter, potentially introducing periodic selling windows; RSUs vest annually, and 1,959 shares vested in 2024 indicates ongoing deliverables, but no option exercises were reported in 2024 .
- Pay-for-performance: 2024 bonus outcomes at 142% of target reflect FDA approval and commercial launch success ($180.1M net revenue in 2024), supporting performance-linked cash compensation .
- Governance support: Say-on-pay received 95% approval in 2024; compensation peer benchmarking via Compensia and absence of tax gross-ups reduce governance risk and pay inflation concerns .