Jude Onyia, Ph.D.
NEUROCRINE BIOSCIENCESAbout Jude Onyia, Ph.D.
Chief Scientific Officer of Neurocrine Biosciences (NBIX) since November 2021; age 61 as of the March 24, 2025 record date. He leads drug discovery and non‑clinical development, with >25 years of pharma experience including VP of Biotechnology Discovery Research at Eli Lilly, contributing to >60 clinical candidates and seven approved medicines; he joined NBIX with deep discovery leadership and added a public board seat at Voyager Therapeutics in 2023 . Company performance context: NBIX reported 2024 Net Product Sales of $2,330.6M and GAAP net income of $341.3M, with cumulative TSR value of $126.99 for a $100 investment from 12/31/2019 to 12/31/2024 (NASDAQ Biotech Index peer group $118.20) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Eli Lilly and Company | Vice President, Biotechnology Discovery Research | — | Contributed to discovery/advancement of >60 clinical candidates; led efforts resulting in seven approved medicines; oversaw >50 pre‑candidate programs across multiple therapeutic areas |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Voyager Therapeutics, Inc. | Director (public company board) | Since Feb 2023 | Adds external perspective and industry network |
Fixed Compensation
Multi‑year summary compensation (grant date fair values under ASC 718):
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 575,000 | 638,250 | 676,545 |
| Bonus ($) | 330,625 | 351,038 | 505,717 |
| Option Awards ($) | 225,008 | 3,375,024 | 3,359,848 |
| Stock Awards ($) | 1,275,146 | 2,625,124 | 2,440,182 |
| All Other Compensation ($) | 55,520 | 233,780 | 53,559 |
| Total ($) | 2,461,299 | 7,223,216 | 7,035,851 |
2024 cash incentive detail (pay‑for‑performance):
- Corporate goal achievement set at 115%; Compensation Committee applied discretion for individual performance recognizing identification of five new development candidates (including a biologic); Onyia’s payout was 150% of target .
- 2024 target bonus = 50% of base; target $338,273; actual bonus paid $505,717 (150% of target) .
| Element | Value |
|---|---|
| Target bonus (% of base) | 50% |
| 2024 target ($) | 338,273 |
| Corporate goal factor | 115% |
| Discretionary adjustment | Increased for outstanding performance |
| Actual payout (% of target) | 150% |
| Actual bonus ($) | 505,717 |
2025 base salary reset under amended agreement:
- Annual base salary set at $720,520 (effective with the 2/7/2025 amended employment agreement) .
Performance Compensation
2024 equity awards and vesting:
| Grant Date | Award Type | Shares/Options (#) | Exercise Price ($/sh) | Grant Date Fair Value ($) |
|---|---|---|---|---|
| 2/13/2024 | RSUs | 10,760 | — | 1,440,118 |
| 2/13/2024 | Options | 54,069 | 133.84 | 3,359,848 |
| 3/18/2024 | PRSUs (Target) | 7,172 | — | 1,000,064 |
- Vesting schedules: 2024 options vest in equal monthly installments over four years; RSUs vest in equal annual installments over four years; PRSUs vest upon achieving two performance metrics by 12/31/2026 (revenue diversification achievements and business development objectives; minimum/target/maximum levels specified; targets kept confidential during the performance period) .
2022 PRSUs performance and payout (completed cycle):
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| INGREZZA FDA approval for Huntington’s chorea | 40% | FDA approval | Achieved at target | 100% of target portion | Certified Aug 2023 |
| New Phase 3 trial initiations (excludes certain programs) | 60% | Two trials (target), thresholds at 1/2/3/≥4 | None initiated | 0% (forfeited) | No vesting |
Equity Ownership & Alignment
Ownership and vesting activity:
| Item | Detail |
|---|---|
| Beneficial ownership (as of 3/24/2025) | 184,489 shares/derivatives; includes 18,289 common shares and 166,200 options exercisable within 60 days; <1% of outstanding shares |
| RSUs vested in 2024 | 7,380 shares; value realized $957,764 |
| Options exercised in 2024 | None |
Alignment policies and compliance:
- Stock ownership guidelines: 1x base salary for non‑CEO executive officers; annual compliance assessed Q4; as of 3/24/2025 all executive officers were compliant .
- Hedging/pledging/margining prohibited; company requires 10b5‑1 plans for executive open‑market transactions with waiting periods; no hedging/pledging/margining transactions in 2024 or as of the record date .
In‑the‑money equity and potential value on separation (illustrative values as of 12/31/2024 used in proxy tables):
- If terminated without cause or constructive termination pre‑CIC: stock awards (intrinsic value of in‑the‑money unvested options/RSUs vesting within 12 months) $3,485,856 .
- If terminated without cause/good reason within CIC determination period: stock awards (full acceleration; PRSUs at target) $10,496,643 .
Employment Terms
Employment and inducement:
- Employment agreement dated November 29, 2021; initial base salary $575,000; target bonus 50% of base; one‑time cash inducement advance $175,000 (deemed earned in Nov 2023 upon two years of service) .
Severance economics and triggers (pre‑2/7/2025 agreement vs. Executive Severance Plan adopted 2/7/2025):
| Scenario | Pre‑2025 Employment Agreement (in effect through 12/31/2024) | Executive Severance Plan (adopted 2/7/2025) |
|---|---|---|
| Termination without cause / constructive termination (outside CIC period) | 1.0x base + 1.0x target bonus (paid over 12 months); accelerate unvested equity scheduled to vest within 12 months; COBRA premiums for 12 months | 1.0x (base + target bonus) lump sum; pro‑rata annual incentive based on actual performance; 12 months health premiums; accelerate time‑based awards scheduled to vest within 12 months; PRSUs vest only if Committee determines goals met as of termination |
| Termination without cause / good reason within CIC period (double trigger) | 1.5x base + 1.5x target bonus lump sum; cash equal to value of all unvested and all vested outstanding stock awards; COBRA premiums for 18 months; “best‑after‑tax” 280G cutback provision | 1.5x (base + target bonus) lump sum; pro‑rata target bonus; 18 months health premiums; full acceleration of all equity; PRSUs vest at greater of target or actual performance as of termination (Committee discretion). Double‑trigger required |
| Death / Disability | Base salary and pro‑rated target bonus amounts (per agreement); accelerate unvested equity scheduled to vest within 12 months; COBRA (12 months for disability) | Full acceleration of outstanding equity; PRSUs vest at greater of target or actual performance as of termination (Committee discretion) |
| Clawback | — | Compensation subject to clawback under NBIX policies and applicable listing/SEC requirements; Amended employment agreements incorporate clawback |
Compensation Structure Analysis
- 2024 target equity mix: for non‑CEO NEOs (including Onyia) approximately 15–35% PRSUs, 20–25% RSUs, 45–55% stock options; in 2025, expected mix standardized to ~30% PRSUs, 20% RSUs, 50% stock options for all NEOs (including CEO), enhancing consistency and performance linkage across the team .
- Governance practices include clawback policy, prohibition on option repricing without shareholder approval, no hedging/pledging/margining, and avoidance of tax gross‑ups; annual say‑on‑pay approval rates exceeded 92% in 2022–2024, signaling shareholder support for pay design .
Performance & Track Record
Company pay‑versus‑performance context and key financials:
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Net Product Sales ($MM) | 994.1 | 1,090.1 | 1,440.9 | 1,860.6 | 2,330.6 |
| GAAP Net Income ($MM) | 407.3 | 89.6 | 154.5 | 249.7 | 341.3 |
| TSR – $100 initial value (Company) | 89.45 | 79.48 | 111.46 | 122.58 | 126.99 |
| TSR – $100 initial value (Peer Index) | 126.13 | 125.33 | 111.66 | 118.87 | 118.20 |
Other performance ties in executive compensation disclosures:
- Most important measures linking compensation actually paid: Net Product Sales, Non‑GAAP Net Income, Pipeline Progression, Regulatory Advancement .
- 2024 PRSUs metrics target revenue diversification and business development outcomes by 12/31/2026 (specific targets to be disclosed post‑performance certification) .
Investment Implications
- Alignment: Heavy use of options and PRSUs ties upside to stock price and strategic milestones; hedging/pledging prohibited and 10b5‑1 plans required, mitigating misalignment risk and ad‑hoc trading timing concerns . Ownership guidelines (1x salary) with confirmed compliance reinforce “skin in the game” despite <1% aggregate beneficial ownership for Onyia .
- Retention and change‑of‑control economics: Double‑trigger CIC acceleration with 1.5x cash multiple and full equity vesting (PRSUs at target/actual) may raise selling supply risk around transactions but supports management continuity incentives; outside CIC, severance is 1x with limited acceleration—balanced retention structure .
- Pay‑for‑performance signals: 2024 bonus at 150% of target due to strong development output (five new candidates) indicates execution momentum; 2022 PRSU forfeiture on Phase 3 initiations underscores challenging goals—reducing windfall risk and tightening performance linkage .
- Trading pressure: RSUs vest annually and options vest monthly for four years; routine tax‑related sales via 10b5‑1 plans should be expected around vest/exercise events, but speculative or hedged trades are barred by policy .
- Shareholder support: >92% say‑on‑pay approvals in recent years and governance practices (clawbacks, no repricing/gross‑ups) reduce governance discount risk in valuation .