Jason Pitofsky
About Jason Pitofsky
Jason Pitofsky is Vice President, Controller at Regeneron, serving since February 2024; he joined Regeneron in 2011 and previously held roles including Vice President, Accounting and Financial Reporting (2021–2024) and Executive Director, Accounting and Financial Reporting (2017–2020). He is 48, holds a B.S. in Accounting from Binghamton University, and is a Certified Public Accountant (New York). Company performance context: Regeneron’s five-year cumulative TSR (2020–2024) translated a fixed $100 investment to $189.71 vs. peer $172.62; 2024 net income was $4.41B, illustrating strong value creation during Pitofsky’s tenure at the company .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Regeneron | Vice President, Controller | Feb 2024–present | Controller role coincided with CFO succession, supporting continuity of accounting leadership |
| Regeneron | Vice President, Accounting & Financial Reporting | Jan 2021–Feb 2024 | Led accounting and external reporting through high growth and pipeline expansion |
| Regeneron | Executive Director, Accounting & Financial Reporting | Jan 2017–Dec 2020 | Senior leadership in financial reporting; progressed from earlier accounting roles (2011–2016) |
| Regeneron | Accounting department roles | 2011–2016 | Positions of increasing responsibility in company accounting |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| PricewaterhouseCoopers | Senior Manager | Pre-2011 | Public accounting leadership; CPA credential foundation |
Fixed Compensation
- No changes were made to Pitofsky’s compensation arrangements in connection with his appointment to Vice President, Controller in January/February 2024 .
Performance Compensation
Regeneron’s incentive framework for senior executives emphasizes pay-for-performance; while Pitofsky’s specific targets and payouts are not disclosed, the company framework below informs alignment and potential incentive drivers.
| Metric/Mechanic | Weighting | Target Range | Actual 2024 | Payout Caps | Vesting |
|---|---|---|---|---|---|
| Corporate performance multiplier | CEO/CSO: 100%; Other NEOs: 60% | 0.0–2.0 | 1.5 final multiplier | CEO/CSO 200% of target; others 180% | N/A |
| Personal performance multiplier (for certain NEOs) | 40% | 0.0–1.5 | Examples: 1.5 (Fenimore, Murphy); 1.4 (Van Plew) | Included within overall cap | N/A |
| Stock options | N/A | N/A | N/A | N/A | Vest 25% per year over 4 years; 10-year term |
| RSAs/RSUs | N/A | N/A | N/A | N/A | Vest 50% on 2nd anniversary and 50% on 4th anniversary |
- Committee set the 2024 corporate multiplier at 1.5 after weighing transformational pipeline accomplishments against commercial and regulatory shortfalls (e.g., EYLEA HD U.S. sales and odronextamab/linvoseltamab delays) .
Equity Ownership & Alignment
- Stock ownership guidelines: CEO/CSO must own shares valued at least 6x base salary; other NEOs 2x; “owned” includes time-based restricted stock/RSUs, but excludes unexercised options and unvested PSUs .
- Clawback policy: primary policy (since 2015) allows recoupment/reduction of incentive compensation (cash/equity) for compliance violations causing significant harm; 2023 supplement mandates recovery of incentive-based compensation (including stock price/TSR-based) after a restatement (for Section 16 “officers”), covering three prior fiscal years .
- Hedging and pledging: prohibited for directors and employees, including NEOs, reinforcing alignment and reducing forced-selling risk .
- Insider trading policy: governs transactions by directors, officers, employees; policy is published as an exhibit to the 2024 Annual Report .
- Equity plan governance: no discounted options, no option repricing/exchanges, independent Compensation Committee administration, no “evergreen,” and no tax gross-ups in the plan .
Employment Terms
| Item | Detail |
|---|---|
| Appointment effective date | Effective the day after filing Regeneron’s FY2023 10-K (expected Feb 5, 2024) |
| Current role | Vice President, Controller since February 2024 |
| Indemnification & liability | Certificate of Incorporation limits officer monetary liability to fullest extent permitted; By-Laws provide indemnification and expense advancement subject to good-faith qualifications |
| Compensation change at appointment | None (no changes made to Pitofsky’s comp upon appointment) |
Investment Implications
- Alignment signals: Prohibitions on hedging/pledging, robust clawback coverage (including stock price/TSR), long-dated equity vesting, and stock ownership guidelines collectively promote long-term alignment and mitigate misalignment and selling pressure risks .
- Retention and continuity: Pitofsky’s tenure at Regeneron since 2011 and progression into Controller during CFO succession point to deep institutional knowledge and operational continuity across accounting and reporting functions, which supports execution quality in financial stewardship .
- Performance context: Regeneron’s strong five-year TSR versus peers and 2024 net income provide a constructive backdrop for finance leadership; incentive determinations tied to company performance multipliers (1.5 in 2024) underscore pay-for-performance culture affecting senior officers broadly .
- Monitoring: Beneficial ownership details for Pitofsky were not individually disclosed in the proxy extracts; monitor future SEC filings and ownership disclosures for Form 4 activity and ownership changes to assess potential insider trading signals and evolving alignment .