Eliana Clark
Intellia TherapeuticsAbout Eliana Clark
Eliana Clark, Ph.D., is Intellia Therapeutics’ Executive Vice President and Chief Technology Officer, a role she has held since February 2022 after serving as Senior Vice President of Technical Operations since January 2020; she is 68 years old . Her credentials span manufacturing leadership at Biogen (Vice President, International Manufacturing Operations; Vice President, Product Development & Portfolio Management), senior roles at Sanofi/Genzyme in formulation, technical services and CMC regulatory, and nearly 15 years as a professor in Tufts University’s Chemical & Biological Engineering department . She holds a B.E. and Ph.D. in Chemical Engineering from Universidad Nacional del Litoral (Argentina) and completed MIT Sloan’s Greater Boston Executive Program . Company-level performance metrics used for executive pay emphasize clinical progress and total shareholder return (TSR); Intellia reports TSR and net loss trends and explicitly does not use net income for pay decisions as a clinical-stage company .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Intellia Therapeutics | EVP, Chief Technology Officer | Since Feb 2022 | Leads technology strategy and operations for CRISPR-based platform |
| Intellia Therapeutics | SVP, Technical Operations | Jan 2020 – Feb 2022 | Built and scaled technical ops supporting in vivo/ex vivo programs |
| Biogen | VP, International Manufacturing Operations | Dec 2016 – Jun 2019 | Led global manufacturing operations |
| Biogen | VP, Product Development & Portfolio Mgmt | Jul 2019 – Dec 2019 | Led CMC product strategy, supply, lifecycle management across portfolio |
| Sanofi/Genzyme | Leadership in formulation, technical services, CMC regulatory | Not disclosed | Advanced CMC capabilities and regulatory strategy |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Tufts University | Professor, Chemical & Biological Engineering | ~15 years | Academic leadership in chemical/biological engineering |
Fixed Compensation
| Metric | 2024 | Notes |
|---|---|---|
| Base Salary ($) | Not disclosed | Clark is an executive officer but not a named executive officer (NEO) in the proxy’s Summary Compensation Table |
| Target Bonus (%) | Not disclosed | Company runs an annual cash incentive program; NEO targets are disclosed but not Clark’s |
| Actual Bonus Paid ($) | Not disclosed | 2024 bonuses paid March 2025 for NEOs; Clark’s bonus is not disclosed |
Clark is not included among NEOs for whom specific cash compensation amounts are reported in the proxy .
Performance Compensation
| Component | Metric/Structure | Weighting/Target | Actual/Payout | Vesting |
|---|---|---|---|---|
| Annual Cash Incentive | Corporate goal categories: Develop Medicines, Advance Science, Build Sustainability, Culture/“Best Place to Make Therapies” | 65%, 15%, 13%, 7% (2024) | NEO payouts ranged ~87%–100% of target; Clark’s not disclosed | N/A (cash) |
| Stock Options | Time-based; grant at FMV | Included in long-term mix (40% for NEOs) | Intrinsic value only if stock price > exercise price | 3-year vest: 33% at 1-year, remainder monthly over 24 months |
| RSUs | Time-based | Included in long-term mix (40% for NEOs) | Value delivered regardless of options moneyness | 3 equal annual installments (commencing Jan 1 following grant year) |
| PSUs (Market) | Relative TSR vs Nasdaq Biotechnology Index | 20% of NEO long-term mix; vest scale 0–200% | Earned based on percentile TSR; not disclosed for Clark | 3-year performance period; vest per TSR scale |
| PSUs (Clinical, one-time 2024) | Clinical milestones with TSR modifier | Earn range 0–200% target; TSR modifier 0.75x–1.25x | Vests Jan 1, 2027 to no more than 250% of target | Single vest date post 3-year performance period |
Equity awards are programmatically granted on pre-determined dates; awards are at-risk and aligned with stockholder value creation .
Equity Ownership & Alignment
| Policy/Item | Details |
|---|---|
| Stock Ownership Guidelines | Directors and executive officers must maintain ownership ≥3x annual retainer/base salary; 65% of unvested time-based RSUs count; PSUs and options do not count |
| Compliance Status | All covered individuals either compliant or within phase-in period; retention requirements apply until compliance |
| Hedging/Pledging | Short sales, derivatives/hedging, margin borrowing prohibited; pledging requires audit committee pre-approval with demonstrated capacity to repay without pledged securities |
| 10b5-1 Plans | Permitted under company policy; plans can trigger sales at any time when adopted appropriately |
Clark’s individual beneficial ownership is not disclosed in the principal stockholders table (which lists directors and NEOs) .
Employment Terms
| Provision | Standard Terms (per company disclosures) |
|---|---|
| Severance (Non-CIC) | For NEOs: 9 months base salary continuation (6 months for Mr. Dube); healthcare continuation; acceleration of equity that would vest in the next 9 months (except Mr. Dube) |
| Change-in-Control (Double Trigger) | For NEOs: lump sum = 1.5x (CEO 2x; Mr. Dube 0.5x) base + target bonus; 18 months healthcare (12 months for Mr. Dube); full equity acceleration (50% if employed <6 months pre-CIC) |
| Plan-Level CIC Treatment | 2025 Equity Plan: “double trigger” acceleration if awards assumed/continued; if not assumed, awards vest at sale event (performance awards at ≥ target or actual) |
| Clawback | Amended and restated Dodd-Frank-compliant clawback policy (Sept 13, 2023) applies to current/former executive officers; recovers excess incentive comp over prior 3 years after a restatement |
| Non-Compete | Separate agreements disclosed for certain executives (Basta, Dube, Goddard, Lebwohl, Sepp-Lorenzino); Clark’s non-compete terms are not disclosed |
Company emphasizes retention of key executives, explicitly listing Clark among critical personnel in risk factors .
Performance & Track Record (Company-level)
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Value of $100 Investment – Intellia TSR ($) | 370.82 | 806.00 | 237.83 | 207.84 | 79.48 |
| Value of $100 Investment – Peer Group TSR ($) | 126.42 | 126.45 | 113.65 | 118.87 | 118.20 |
| Net Income (Loss) ($) | (134,231,000) | (267,892,000) | (474,186,000) | (481,192,000) | (519,021,000) |
Intellia’s compensation committee prioritizes clinical progress and R&D achievements over traditional sales/EBITDA metrics given clinical-stage status . Say-on-pay approval was ~98.2% in 2023, indicating strong shareholder support for the pay program .
Compensation Peer Group (Benchmarking)
- 2023 peer group used for benchmarking includes 19 biopharma/biotech companies (e.g., Alnylam, Beam, CRISPR Therapeutics, Ionis, Vir Biotechnology); cash targeted at market midpoint; long-term incentives around the 65th percentile reflecting talent competition in gene editing .
Investment Implications
- Retention risk: Company’s filings repeatedly flag dependency on core executives including Clark; competitive Cambridge biotech labor market intensifies retention risk .
- Equity incentives and option moneyness: As of April 14, 2025, ~99% of outstanding options were out-of-the-money (66% by >200%), creating potential morale/retention challenges; the 2025 Plan’s added share reserve supports refreshed equity incentives across the organization .
- Alignment safeguards: Strict hedging/pledging prohibitions and stock ownership guidelines bolster alignment and reduce pledging-related red flags; adoption of a Dodd-Frank clawback policy adds governance discipline .
- CIC economics: Double-trigger standards in employment agreements and the 2025 Plan mitigate windfall risk while ensuring protection during strategic transactions .
- Pay-for-performance structure: Use of market TSR PSUs and clinical milestone PSUs (with TSR modifier) ties value creation to stock performance and pivotal clinical execution milestones, key for interpreting leadership incentives under Clark’s technical remit .
Data gaps: Clark’s specific cash compensation, bonus outcomes, and individual equity holdings are not disclosed because she is not a NEO in the proxy Summary Compensation Table; analysis relies on program-level disclosures and governance policies .