Christopher Fenimore
About Christopher Fenimore
Christopher Fenimore (age 54) is Executive Vice President, Finance and Chief Financial Officer of Regeneron; he became CFO in February 2024 and was promoted to EVP Finance & CFO in January 2025. He joined Regeneron in 2003, previously serving as Controller and in finance leadership roles; he holds an M.A. in Biotechnology (Columbia), an MBA in Professional Accounting (Rutgers), and a B.A. in Economics (Rutgers), and is a CPA in New York . Regeneron delivered strong 2024 performance—revenues of $14.2B (+8% YoY), GAAP diluted EPS +10% and non-GAAP +4%; capital allocation included $5.1B R&D investment, $756M capex, $2.6B buybacks in 2024, followed by initiation of a quarterly dividend and a buyback authorization expansion of $3B (to $4.5B total) in February 2025; the Compensation Committee credited Fenimore’s leadership in executing these capital priorities .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Regeneron | EVP, Finance & CFO | Jan 2025–present | Oversight of finance organization and capital allocation; CFO role continuity . |
| Regeneron | SVP, Finance & CFO | Feb 2024–Dec 2024 | Executed capital priorities (R&D investment, BD funding, buybacks); led accounting/finance/tax . |
| Regeneron | SVP Controller | Jan 2021–Feb 2024 | Led accounting and reporting controls; succession pipeline for CFO . |
| Regeneron | VP Controller | Mar 2017–Dec 2020 | Strengthened controllership and financial reporting . |
| Regeneron | VP, Deputy Controller | Jan–Mar 2017 | Transition to Controller leadership . |
| Regeneron | VP, Financial Planning | Jan 2012–Dec 2016 | Led corporate FP&A supporting growth and pipeline . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Biotechnology start-up | Vice President, Finance | Pre-2003 | Early-stage finance leadership in biotech sector . |
| Healthcare VC & Investment Banking | Various finance roles | Pre-2003 | Capital markets and investing experience in healthcare . |
| KPMG | Auditor | Pre-2003 | Foundational audit/controls experience; CPA in NY . |
Fixed Compensation
| Metric | 2024 | 2025 | Notes |
|---|---|---|---|
| Base Salary ($) | 660,000 | 725,000 (+9.8%) | 2025 increase reflects 2% merit and $51,800 adjustment upon EVP promotion . |
| Target Bonus (% of salary) | 60% | 60% | Target unchanged; NEO targets held constant last three years . |
| Actual Cash Incentive ($) | 594,000 | — | Paid Jan 2025 for 2024 performance . |
| All Other Compensation ($) | 15,250 (401k match) | — | Company 401(k) match in respect of 2024 . |
Performance Compensation
| Component | Metric/Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|
| Annual Cash Incentive (2024) | Company multiplier 60%; Personal multiplier 40% | Target bonus = 60% of base salary | Company multiplier 1.5 and Personal multiplier 1.5; payout $594,000 | Cash, paid in Jan 2025 . |
| Company Performance Factors | R&D/product pipeline, commercial/regulatory/manufacturing execution | Baseline set at 1.5 | Kept at 1.5; transformational pipeline offset by EYLEA HD sales shortfall and approval delays (odronextamab/linvoseltamab) | — |
| Personal Performance (Fenimore) | Leadership across accounting/finance/tax; capital allocation execution | Max 1.5 | 1.5 multiplier approved | — |
Equity Awards
| Award Type | Grant Date | Shares/Units | Grant Date Fair Value ($) | Exercise Price ($/sh) | Expiration | Vesting Terms |
|---|---|---|---|---|---|---|
| Stock Options | 12/06/2024 | 9,979 | 2,999,683 | 771.64 | 12/06/2034 | 25%/yr over 4 years, 10-year term . |
| Restricted Stock Awards (RSAs) | 12/06/2024 | 2,591 | 1,999,319 | — | — | 50% on 2nd anniversary; 50% on 4th anniversary . |
| Stock Options | 12/08/2023 | 8,499 | — | 843.79 | 12/08/2033 | 25%/yr over 4 years . |
| RSAs | 12/08/2023 | 2,370 | — | — | — | 50% on 2nd & 4th anniversaries . |
Outstanding Equity (as of 12/31/2024)
| Metric | Quantity/Value |
|---|---|
| Options exercisable (#) | 63,740 |
| Options unexercisable (#) | 21,893 |
| Unvested RSAs (#) | 6,853 |
| Unvested RSAs market value ($) | 4,881,598 |
| RSAs by grant (shares; market value) | 2,591; $1,845,647 (12/06/2024) • 2,370; $1,688,222 (12/08/2023) • 963; $685,974 (12/16/2022) • 929; $661,755 (12/08/2021) |
Option Exercises and Stock Vested (2024)
| Metric | Shares/Value |
|---|---|
| Options exercised (#; $ realized) | 20,000; $9,054,700 |
| RSAs vested (#; $ realized) | 3,197; $2,461,928 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 83,487 shares as of 4/15/2025 (includes options exercisable within 60 days and owned/RSAs per SEC rules) . |
| Breakdown (footnote) | Includes 63,740 options exercisable; 6,853 RSAs; 1,535 shares in 401(k); 1,897 shares in spouse trust; 50 shares in trusts for children . |
| Ownership % of common | Not specified in proxy table for Fenimore . |
| Stock ownership guidelines | Other NEOs must hold shares valued at ≥2× base salary; “owned” includes time-based RS/RSU; options and unvested performance units excluded . |
| Pledging/hedging | Prohibited for directors and employees, including NEOs . |
| Clawback policy | Broad recoupment/reduction policy covering financial and non-financial compliance violations; Nasdaq-compliant supplement for restatements (covers compensation tied to financial measures incl. stock price/TSR) . |
Employment Terms
| Provision | Terms |
|---|---|
| Change-in-control severance (double trigger) | Cash severance equals 2×(2024 base salary + avg cash incentives for prior 3 years); 24 months of medical/dental/vision/disability/life; tax/financial planning advisory services for 24 months; equity acceleration per plan . |
| Fenimore potential payout (illustrative, 12/31/2024) | Cash severance $2,080,228; benefits continuation $200,503; accelerated equity value $5,016,161; total $7,296,892; no cutback indicated under assumptions . |
| Restrictive covenants | Plan includes covenants, including a one-year non-solicit of employees; value not ascribed in excise tax analysis . |
| Excise tax gross-ups | Company policy prohibits excise tax gross-ups in new plans/arrangements for executive officers; medical insurance benefits in 2025–2026 assumed taxable and eligible for tax gross-up under the change-in-control plan . |
| Insider trading policy | Formal policy governing transactions by officers; referenced in 2024 Annual Report exhibit . |
Performance & Track Record
- Company performance context under Fenimore’s finance leadership: 2024 revenues $14.2B (+8% YoY), GAAP diluted EPS +10% and non-GAAP +4%; R&D investment $5.1B; capex $756M; $2.6B buybacks; in Feb 2025 the board initiated a quarterly dividend and expanded buyback authorization by $3B to $4.5B total .
- Compensation Committee cited Fenimore’s leadership across accounting, finance, and tax, and the successful execution of capital allocation priorities (investment in R&D, BD funding, buybacks) in setting his personal multiplier at 1.5 in 2024 .
Compensation Structure Analysis
- Mix emphasizes at‑risk, equity-heavy pay: 2024 equity grant value $5.0M (60% options, 40% RSAs) vs. salary $660k and cash incentive $594k; options only deliver value with post‑grant stock appreciation; RSAs vest over four years (more back‑loaded than industry norms) .
- Company performance multiplier lowered to 1.5 given balanced outcomes (pipeline advances vs. select commercial/regulatory shortfalls), signaling discipline in pay-for-performance calibration .
- Governance mitigants: robust clawback policy; prohibition on hedging/pledging; stock ownership guidelines (≥2× salary for NEOs) to reinforce alignment .
Risk Indicators & Red Flags
- Change-in-control economics include full equity acceleration and two-year cash/benefit severance—material but within biotech norms; excise tax gross-ups are prohibited by policy, though taxable medical benefits are assumed grossed-up under the plan .
- Insider selling pressure indicators: 63,740 options exercisable and 21,893 unexercisable as of year-end 2024; RSAs vest in sizable tranches in 2025–2028 (e.g., 50% of 2023 RSAs scheduled 12/08/2025; 50% of 2024 RSAs scheduled 12/06/2026), which may create windows for liquidity but do not by themselves imply sales .
- Clawback breadth (financial and non‑financial violations) reduces governance risk on incentive outcomes .
Equity Vesting Calendar Highlights (selected)
- RSAs: 2021 grant (929 shares) final vest 12/08/2025; 2022 grant (963) final vest 12/16/2026; 2023 grant (2,370) 50% vest 12/08/2025 and 50% 12/08/2027; 2024 grant (2,591) 50% vest 12/06/2026 and 50% 12/06/2028 .
- 2024 options (9,979) vest 25% annually beginning 12/06/2025; 2023 options (8,499) vest 25% annually beginning 12/08/2024 .
Investment Implications
- Alignment: Equity-heavy mix (options + RSAs), meaningful unvested RSAs value ($4.88M), and ownership guidelines promote long-term alignment; hedging/pledging prohibited and robust clawback further reduce misalignment risk .
- Retention: Multi-year vesting and double-trigger CIC benefits support retention; upcoming vesting tranches through 2028 suggest steady retention hooks with moderate overhang; governance mitigants in place .
- Trading signals: 2024 exercises (20,000 options; $9.05M value realized) show activity but not necessarily selling; watch vesting dates (Dec 8/16/2025–2028) and 10b5‑1 plans/blackout windows for potential liquidity events; beneficial ownership of 83,487 shares provides skin‑in‑the‑game .
- Pay-for-performance: 2024 multipliers and unchanged equity grant values reflect disciplined linkage to company outcomes (top-line/EPS growth vs. specific shortfalls), reducing risk of discretionary windfalls .