James Bylund

About James R. Bylund

James R. Bylund (age 62) is Chief Operating Officer of Repligen (RGEN), appointed in January 2022; he joined Repligen in March 2020 as SVP, Global Operations & IT. He previously spent 10 years at Thermo Fisher (including VP & GM, Single-Use Technologies; VP Global Operations, Bioproduction), and earlier at Fiserv (9 years) and Eli Lilly (7 years). He holds a B.S. in Accounting (Utah State University) and an MBA (Indiana University) . In 2024, Repligen delivered ~$634.4M reported revenue (adjusted revenue $634.8M) with adjusted gross margin expansion of 140 bps vs. 2023—achievements supported by operations-led footprint rightsizing and cost controls under the COO remit .

Past Roles

Fixed Compensation

Notes: 2024 base salaries for NEOs are benchmarked around peer median; Bylund’s base was unchanged y/y .

Performance Compensation

Annual Cash Incentive (2024)

• Target bonus as % of salary: 75% (75% Company objectives; 25% Individual objectives) .
• Company objectives and weights: Adjusted Revenue (50% of Company portion) and Adjusted EPS (50% of Company portion) .
• 2024 performance results: Adjusted Revenue target $630.0M (achievement 105%); Adjusted EPS target $1.50 (achievement 83%); Company objectives payout determination 94.2% of target .
• Individual performance achievement (Bylund): 110% .

Notes: Company used threshold/target/maximum schedules; payouts could range 0–200% of target .

Long-Term Equity (structure and 2024 grants)

• LTI mix: 50% time-based RSUs, 25% stock options (3-yr vest), 25% PSUs (3-year performance: Base Organic Revenue Growth and Adjusted ROIC, equally weighted; linear interpolation 50–200%) .
• 2024 grants to Bylund (grant-date fair value and share counts):

• PSU outcomes: 2022–2024 PSU program paid 0% (neither Base Organic Growth nor Adjusted ROIC met thresholds) .

Equity Ownership & Alignment

• Beneficial ownership (as of March 7, 2025): 37,807 shares; less than 1% of outstanding . Includes 22,044 options exercisable within 60 days and 1,381 RSUs/PSUs vesting within 60 days .

• Stock ownership guidelines: NEOs must hold ≥1x base salary within five years; restricted/time-based RSUs count; options and PSUs do not. All NEOs comply or are on track .
• Hedging/pledging: Company maintains anti-hedging, anti-pledging and anti-short sale policies; any hedging/derivatives/pledging require Audit Committee pre-approval; margin accounts prohibited .

Near-Term Vesting/Selling Pressure (selected 2025 events)

Employment Terms

• Severance Plan (NEOs incl. COO):
  • Termination without cause / resignation for good reason (non‑CoC): 12 months base salary; 50% acceleration of unvested time-based options; pro‑rata time-based awards; pro‑rata PSUs eligible to vest based on actual performance; up to 12 months COBRA if elected .
  • Double‑trigger (within 2 years post‑CoC): Lump sum 1.5×(base + target bonus) + pro‑rata target bonus; 100% acceleration of unvested time-based awards; PSUs vest at greater of target or actual performance; up to 18 months COBRA .
  • If awards are not assumed/continued in a CoC: 100% acceleration of time‑based awards; PSUs vest at greater of target or actual performance .
• Clawback: Policy adopted Oct 2023—recoup excess incentive comp from current/former executives for three years prior to a required restatement; extends to employees involved in misconduct contributing to restatement .
• No tax gross‑ups; double‑trigger equity vesting (except legacy/specific awards noted for other executives) .

Potential Payments to Bylund (as of 12/31/2024, illustrative)

Compensation Structure and Governance Notes

• Pay philosophy emphasizes at‑risk compensation: balanced cash bonus on Adjusted Revenue and Adjusted EPS; LTI split among RSUs, options, PSUs tied to 3‑yr Base Organic Growth and Adjusted ROIC .
• 2022 PSU cycle paid 0% (missed growth and ROIC goals), demonstrating downside risk to performance pay .
• Say‑on‑pay support: ~94% approval in 2023, informing continued design .
• Peer benchmarking: 17‑company tools/bioprocess peers; target pay typically positioned around 50th–75th percentiles, adjusted for role/performance .

Investment Implications

• Alignment and risk: Bylund’s pay is heavily equity‑based (2024 LTI grant ~$3.35M) with PSU exposure to 3‑year operational metrics; 2022 PSUs paid zero, reinforcing performance sensitivity and potential retention risk if future PSU hurdles remain high .
• Near‑term supply overhang: Multiple 2025 vesting events (RSUs/options) could create incremental selling pressure around key dates; anti‑hedging/pledging policies limit hedged inventory, but liquidity events remain possible post‑vesting .
• Retention and CoC economics: Standard severance (12 months salary) and double‑trigger CoC (1.5× salary+target bonus plus broad equity acceleration) are competitive; in a strategic transaction, equity acceleration could add to supply while providing retention until close .
• Ownership: Beneficial ownership <1% (37,807 shares; significant options/near‑term vesting) suggests moderate direct “skin‑in‑the‑game” by percentage, mitigated by company‑wide ownership guidelines (≥1× salary) and ongoing equity grants .

Key 2024 operating outputs (footprint rationalization, cost discipline, and +140 bps adj. gross margin expansion) indicate execution credibility in Bylund’s domain; sustained PSU performance will hinge on hitting 3‑year Base Organic Growth and ROIC targets through 2026 .