Howard Horn
About Howard Horn
Howard Horn (age 47) is Chief Financial Officer, Corporate Strategy and Executive Vice President at Ultragenyx (RARE), serving since October 2023. He holds a B.A. in Economics from Princeton University and an M.B.A. from Wharton; prior roles include CFO and founding management team member at Vir Biotechnology (2017–2023), VP roles in Strategic Corporate Finance and Business Planning at Biogen, consulting at McKinsey’s Pharmaceutical & Medical Products Practice, and equity research at UBS . Company performance tied to Horn’s incentive outcomes included 2024 revenue of $560M (29% YoY), raised guidance mid‑year, and late‑stage clinical milestones; the Compensation Committee determined corporate performance at 110% for 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Vir Biotechnology | Chief Financial Officer; founding management team | 2017–2023 | Led accounting, finance, IR and facilities; helped scale operations and capital markets readiness |
| Biogen | VP, Strategic Corporate Finance; VP, Business Planning | Prior to 2017 | Led capital allocation and global resource allocation across functions/regions |
| McKinsey & Company | Consultant, Pharmaceutical & Medical Products | Prior | Strategy and operations advisory for pharma/med‑products |
| UBS Group AG | Equity Research Analyst, Life Sciences | Prior | Sell‑side coverage, industry analysis |
External Roles
No public company directorships disclosed for Horn in the proxy .
Fixed Compensation
| Component | FY2024 | Notes |
|---|---|---|
| Base Salary ($) | $590,000 | |
| Target Bonus (% of Base) | 50% | |
| FY2024 Bonus Paid ($) | $343,970 | |
| Bonus Achieved (% of Base) | 58% | |
| Corporate Score | 110% (applies to all execs) | |
| Individual Score | 106% (Horn) |
Performance Compensation
Annual Incentive (FY2024) – Corporate Goal Framework and Outcome
| Metric Category | Weight | Target Definition | Actual Achievement | Weighted Outcome |
|---|---|---|---|---|
| Commercial Revenue | 30% | Revenue goals for commercial assets | Exceeded; achieved between base and outperform → 123% | 37% |
| Development Milestones | 60% | UX143, UX111 BLA timing; GTX‑102, UX701, DTX401 priorities | Met base target → 100% | 60% |
| People & Governance | 10% | Budget, retention, engagement, inclusion, well‑being, governance | Mixed; overall 70% weighted | 7% |
| Total Corporate Achievement | — | — | 110% (includes additional achievements) | — |
Equity Awards and PSU Design
| Grant Type | Grant Date | Quantity/Target | Key Terms |
|---|---|---|---|
| Options | 3/1/2024 | 34,200 | Exercise $53.69; 10‑year term to 3/1/2034; 25% vests at 1‑year, then monthly over 3 years |
| RSUs | 3/1/2024 | 19,400 | 4‑year vest, 25% annually on grant anniversary |
| PSUs (Target) | 3/1/2024 | 19,400 | Three portions: Revenue (33.4%, 2‑yr), Relative TSR vs Nasdaq Biotech (33.3%, 3‑yr), Strategic goals (33.3%, 3‑yr) |
| Amlogenyx PSOs | 10/21/2024 | 22,500 | Exercise $2.31; vest on 4 clinical criteria (each 25%); forfeiture if not achieved by 4/21/2026 |
PSU Performance Payouts (recently certified)
| PSU Cohort | Metric | Target | Actual/Payout | Vesting Certification |
|---|---|---|---|---|
| 2023 PSUs – Revenue Portion (50% of PSU) | Aggregate Revenue 2023–2024 | $1,050M (100%) | Actual $995M → 74% payout (linear) | Vested on 3/1/2025 |
| 2023 PSUs – Strategic Portion (25% of PSU) | Strategic goals achieved | 3/5 = 100% | Actual 3.5/5 → 125% payout | Vested on 3/1/2025 |
| 2022 PSUs – Relative TSR (20% of PSU) | TSR vs Nasdaq Biotech Index | 50th percentile = 100% | Actual 62nd percentile → 124% payout | Vested on 3/1/2025 |
Relative TSR payout curves for 2024 PSUs: 25th=25%, 50th=100%, 75th=150%, 90th=200% (three‑year period ending 12/31/2026; vest post‑certification in early 2027). Strategic PSUs earn 50%/100%/150%/200% at 2/3/4/5 of 5 goals (three‑year period ending 12/31/2026; vest post‑certification in 2027) .
Equity Ownership & Alignment
| Ownership Item | Detail |
|---|---|
| Beneficial Ownership (as of 3/7/2025) | 78,344 shares total; includes 15,692 common shares and 62,652 options exercisable within 60 days |
| Unvested RSUs (12/31/2024) | 19,400 units; market value $816,158 |
| Unearned PSUs at Target (12/31/2024) | 19,400 units; market/payout value $816,158 |
| Options Outstanding (selected) | 10/9/2023: 40,971 exercisable, 99,498 unexercisable @ $35.68; exp 10/9/2033. 3/1/2024: 34,200 unexercisable @ $53.69; exp 3/1/2034 |
| Shares Outstanding (company‑wide context) | 93,892,528 (3/7/2025) |
| Ownership Guidelines | CEO 3× salary; other NEOs 1× salary; all required persons compliant as of 12/31/2024 |
| Hedging/Pledging | Prohibited for directors/employees; enhances alignment and limits collateralization risk |
Insider selling pressure indicators:
- 2023 option grant ($35.68) is in‑the‑money versus year‑end price $42.07, potentially increasing exercise/monetization propensity; 2024 option grant ($53.69) was underwater at $42.07 (12/31/2024) and $38.62 (3/7/2025), reducing near‑term exercise pressure .
FY2024 vesting activity:
- Shares acquired on vesting (Horn): 20,092 shares; value realized $1,072,511, no options exercised in 2024 .
Employment Terms
| Provision | Terms (as disclosed) |
|---|---|
| Severance – Qualifying Termination (no change‑in‑control) | Cash: Base salary $590,000 + Bonus $295,000; COBRA reimbursements $26,378; no equity acceleration |
| Severance – Qualifying Termination post “Covered Transaction” (double‑trigger) | Cash: Base $885,000 + Bonus $442,500; Equity acceleration value $4,803,835; COBRA reimbursements $39,567; total $6,170,902 (based on 12/31/2024 assumptions and stock price $42.07) |
| Equity Acceleration Policy | Double‑trigger vesting post covered transaction under employment arrangements; plan does not provide automatic single trigger acceleration |
| Clawback | Compliant with Rule 10D‑1; recovers excess incentive‑based pay on restatements; discretionary recoupment for fraud/intentional misconduct, including time‑ and performance‑based equity |
| Anti‑Hedging/Anti‑Pledging | Hedging and pledging prohibited for insiders |
| Tax Gross‑Ups | No tax gross‑ups under the Second A&R 2023 Plan |
Compensation Structure Notes
- Pay mix “at‑risk”: 85% for named executive officers; increased PSU weighting for executives (excluding CEO) to 50% in 2025; CEO PSU weighting 60% in 2024/2025 .
- 2024 equity split for NEOs: equal value among options, RSUs, PSUs; PSU design broadened toward relative TSR and strategic goals (longer performance horizon) .
- Peer benchmarking: Uses a 20‑company biotech/pharma peer group; committee references 25th/50th/75th percentiles but does not formulaically set pay to a single point .
Investment Implications
- Alignment and retention: Ownership guidelines compliance, anti‑hedging/pledging, and increased PSU weighting strengthen alignment; double‑trigger protection reduces single‑trigger windfalls and supports retention through change‑in‑control .
- Performance linkage: Horn’s 2024 bonus (58% of base) reflects corporate overachievement (110%) and individual results (follow‑on equity offering of $403M, strategy/budget execution), evidencing pay‑for‑performance .
- Selling pressure: In‑the‑money 2023 options ($35.68 strike) may create monetization opportunities; 2024 options ($53.69 strike) are underwater, limiting near‑term exercise pressure; substantial unvested RSUs/PSUs and double‑trigger structure favor retention over opportunistic selling .
- Change‑in‑control economics: Material equity acceleration and enhanced cash severance under double‑trigger could influence behavior around strategic transactions; investors should monitor board/management communications and deal timing relative to PSU/RSU vesting cycles .
- Governance and shareholder feedback: 2024 say‑on‑pay support was 74%, prompting transparency and PSU design changes (TSR cap if absolute TSR negative), reducing upside in down markets and improving shareholder alignment .