Sanjeev Narula
About Sanjeev Narula
Sanjeev Narula is Phathom Pharmaceuticals’ Chief Financial and Business Officer (principal financial officer) appointed October 6, 2025; age 65, educated with a Bachelor of Commerce (Honors) from Delhi University and a Chartered Accountant credential from The Institute of Chartered Accountants of India . He previously served as CFO at Intra-Cellular Therapies (Aug 2024–Apr 2025), Viatris (Nov 2020–Mar 2024), and senior CFO roles at Pfizer’s Upjohn, Essential Health, and Primary Care businesses, with oversight spanning finance, procurement, business technology, FP&A, and business development . Tenure at PHAT began in Q4 2025; no company TSR/revenue/EBITDA performance metrics linked to his package were disclosed as of appointment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Intra-Cellular Therapies, Inc. | EVP, Chief Financial Officer | Aug 2024–Apr 2025 | Senior finance leadership; tenure ended upon J&J acquisition |
| Viatris Inc. | Chief Financial Officer | Nov 2020–Mar 2024 | Global CFO after Mylan–Upjohn combination; enterprise-wide finance leadership |
| Pfizer – Upjohn division | Chief Financial Officer | Jan 2019–Nov 2020 | Oversight of finance, procurement, business technology for all functions |
| Pfizer – Essential Health | CFO & Vice President, Finance | Jan 2014–Jan 2019 | Led BD, FP&A, and broader finance activities |
| Pfizer – Primary Care Business Unit | CFO & Vice President | Prior to 2014 | CFO/Vice President; multiple leadership roles at Pfizer over 16 years |
| American Express; Xerox India | Finance/Operational Leadership | Prior to Pfizer | Financial and operational leadership roles |
External Roles
| Organization | Capacity | Dates | Notes |
|---|---|---|---|
| Johnson & Johnson | Advisory services | Through Dec 31, 2025 | Permitted under PHAT offer letter |
| Corstasis Therapeutics, Inc. | Advisory board member | Current | Permitted; outside boards limited to two (non-civic) with CEO approval |
| PHAT Work Arrangement | Remote; travel to HQ | From Oct 6, 2025 | Remote from Paradise Valley, AZ; HQ visits ~monthly for 2–3 days |
Fixed Compensation
| Component | Value | Detail |
|---|---|---|
| Base Salary | $550,000 | Initial annual base salary |
| Target Bonus % | 50% of base | Eligible for annual bonus; prorated for 2025 |
Performance Compensation
- 2025 annual bonus eligibility is prorated; specific performance metrics, weighting, targets, and payout formula for Mr. Narula are not disclosed in appointment filings .
- Company-wide 2024 NEO bonus framework (for context) used corporate regulatory, commercial/revenue, and cash targets; not asserted for Narula’s 2025 plan .
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Annual bonus (2025) | Not disclosed | 50% of base, prorated | N/A | N/A | Cash |
Equity Ownership & Alignment
| Instrument | Grant Date | Quantity | Vesting Schedule | Status | Notes |
|---|---|---|---|---|---|
| Stock Options | Oct 6, 2025 | 200,000 | 25% on first anniversary; remainder monthly over next 36 months | Unvested initially | Granted under 2019 Incentive Award Plan; exercise price = closing price on grant date |
| RSUs | Oct 6, 2025 | 144,000 | 3 equal annual installments | Unvested initially | Granted under 2019 Incentive Award Plan |
| Anti-hedging/pledging | Policy | N/A | N/A | Prohibited | Company bans hedging, margining, pledging, short-selling, and trading options in company stock |
| Stock ownership guidelines | Policy | N/A | N/A | None | Company does not have NEO stock ownership requirements |
- Size context: RSU grant equals ~0.21% of shares outstanding using 69,648,287 shares as of April 7, 2025; options represent ~0.29% on a granted share count basis (calculated from grant sizes and outstanding shares) .
Employment Terms
| Provision | Term |
|---|---|
| Start Date & Role | Start on/about Oct 6, 2025; Chief Financial & Business Officer reporting to CEO |
| Work Location | Remote (Paradise Valley, AZ) with monthly travel to Florham Park, NJ HQ for 2–3 days; additional travel as needed |
| Outside Activities | May serve on up to two outside boards (non-civic) with CEO approval; permitted J&J advisory through Dec 31, 2025 and Corstasis advisory board |
| Severance (outside CIC) | 9 months base salary continuation; lump-sum prorated target bonus for year of termination; prior-year unpaid bonus if owed; COBRA premiums for up to severance period; accelerate time-based equity that would vest in 9 months post-termination |
| Severance (during CIC period) | 18 months base salary continuation; 1.5× target bonus lump-sum for year of termination; prior-year unpaid bonus if owed; full vesting of unvested time-based equity on release effectiveness or CIC date; performance awards per plan/agreements |
| Accelerated Vesting (death/disability) | All unvested time-based equity becomes fully vested |
| Excise Tax Treatment | “Best-pay cap” reduction if it yields greater net after-tax benefit (no gross-up) ; Company states no post-employment tax gross-ups in compensation practices |
| Clawback | Company clawback policy aligned to SEC/Nasdaq rules for erroneously awarded incentive compensation post restatement (Section 16 officers) |
| Equity Grant Mechanics | Options and RSUs granted under 2019 Incentive Award Plan; option exercise price = Nasdaq closing price on grant date |
| Insider Filings | Form 3 filed; POA executed Oct 7, 2025 |
Investment Implications
- Alignment and retention: Meaningful initial grants (200,000 options; 144,000 RSUs) with multi‑year vesting align incentives to medium/long-term value creation and create retention hooks; accelerated vesting is double-trigger in change-of-control, which is shareholder-friendly relative to single-trigger .
- Selling pressure timing: RSU vest dates annually over three years from Oct 6, 2025; options begin vesting 25% on Oct 6, 2026 then monthly thereafter—monitor potential incremental insider liquidity windows around these dates .
- Governance safeguards: No hedging/pledging allowed; SEC/Nasdaq-compliant clawback policy reduces misalignment risk; “best-pay cap” avoids tax gross-ups .
- Capacity and focus: Remote arrangement with defined HQ cadence and permitted advisory roles through year-end 2025 (J&J; Corstasis), plus cap on outside boards, helps manage potential bandwidth risks while bringing large-cap pharma/commercial finance expertise to PHAT’s scaling phase .
No performance metric targets or pay-for-performance curves specific to Mr. Narula’s 2025 bonus or future PSUs were disclosed at appointment. Continue monitoring subsequent proxy (DEF 14A) for CFO-specific performance metrics, ownership changes, and any insider transactions .