Jason Garland
REPLIGENAbout Jason Garland
Jason K. Garland, 51, has served as Chief Financial Officer of Repligen since September 25, 2023, overseeing corporate finance, capital markets, M&A, FP&A, audit, IT and investor relations; he holds a B.S. in Chemical Engineering (University of New Hampshire) and is Lean Six Sigma Black Belt certified, and serves as Audit Committee Chair at Acutus Medical . In 2024, Repligen reported revenue of ~$634.4M with adjusted revenue of ~$634.8M and adjusted EPS of $1.42 used for incentive metrics; GAAP net income was -$25.5M, while Pay-Versus-Performance disclosures show TSR value of a $100 investment at ~$156 for 2024 . Garland’s 2024 objectives included scaling the finance organization, SAP Phase 5 completion, closing and controls improvements, and reporting expansion; his individual performance achievement was assessed at 95% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Integer Holdings Corporation | EVP & CFO | ~5 years | Led business process excellence to standardize and optimize non-manufacturing processes . |
| Tiffany & Co. | VP & CFO (Global Sales and Supply) | 3 years | Finance leadership across global sales and supply divisions . |
| General Electric (GE) | Various finance leadership roles; CFO, GE Industrial Solutions | ~20 years | CFO of multi‑billion business with 40+ manufacturing sites; broad rotations and achievements in finance leadership . |
External Roles
| Organization | Position | Notes |
|---|---|---|
| Acutus Medical (public) | Director; Audit Committee Chair | Current public company board role . |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $137,500 | $550,000 |
| Target Bonus (% of Salary) | 75% | 75% |
| Non-Equity Incentive Paid ($) | $0 | $389,400 |
| Signing Bonus ($) | $100,000 | — |
| Stock Awards ($) | $874,922 | $734,225 |
| Option Awards ($) | $868,562 | $246,199 |
| All Other Compensation ($) | $45,487 | $187,592 (includes $182,591 relocation stipend plus 401(k) match) |
| Total ($) | $2,026,471 | $2,107,416 |
Performance Compensation
Annual Cash Incentive (2024)
| Component | Metric | Weighting | Target | Actual | Payout Basis |
|---|---|---|---|---|---|
| Company Objectives | Adjusted Revenue | 50% of Company score | $630.0M | $634.8M adjusted | Company score component at 94.2% overall |
| Company Objectives | Adjusted EPS | 50% of Company score | $1.50 | $1.42 adjusted | Company score component at 94.2% overall |
| Individual Objectives (Garland) | Functional goals (Finance/IT/Reporting) | 25% (of total bonus) | 100% baseline | 95% achievement | Applied per plan formula |
Note: Garland’s 2024 cash incentive payment was $389,400 .
2024 Long-Term Equity Grants (Annual)
| Grant Type | Shares/Units | Grant Date | Strike/Base Price | Grant Date Fair Value ($) |
|---|---|---|---|---|
| Stock Options | 2,523 | 2/27/2024 | $192.71 | $246,199 |
| RSUs (time-based) | 2,540 | 2/27/2024 | N/A | $489,483 |
| PSUs (performance-based, target) | 1,270 | 2/27/2024 | N/A | $244,742 |
Program design: For NEOs, annual LTI mix targets are 50% RSUs, 25% options, 25% PSUs; PSUs vest based on three‑year Base Organic Revenue Growth (50%) and Adjusted ROIC (50%) with threshold=50% payout and maximum=200% . The 2022 PSU program (three‑year period ended 12/31/2024) paid 0% due to misses on base organic revenue growth and Adjusted ROIC .
Vesting Schedules (Selected 2024 Awards)
| Award | Vesting Dates | Tranche Detail |
|---|---|---|
| 2/27/2024 Options (2,523 sh) | 2/27/2025, 2/27/2026, 2/27/2027 | 841, 841, 841 shares respectively . |
| 2/27/2024 RSUs (2,540 sh) | 2/27/2025, 2/27/2026, 2/27/2027 | 846, 847, 847 shares respectively . |
| 2/27/2024 PSUs (1,270 sh target) | Performance period ends 12/31/2026; cliff vest 2/27/2027 | Earn-out based on three-year metrics . |
2024 Exercises and Vesting
| Action (2024) | Shares | Value |
|---|---|---|
| Options exercised | 0 | — |
| Shares acquired on vesting (RSUs/PSUs) | 733 | $90,460 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of 3/7/2025) | 9,802 shares, including 2,104 options exercisable within 60 days; <1% of outstanding . |
| Shares Outstanding | 56,148,556 (3/7/2025) . |
| Options Outstanding (select) | 9/25/2023 grant: 2,104 exercisable / 8,420 unexercisable @ $158.99; 2/27/2024 grant: 2,523 unexercisable @ $192.71 . |
| Stock Ownership Guidelines | NEOs (non-CEO) must hold shares equal to 1x base salary within 5 years; RSUs counted, options and PSUs excluded; directors/NEOs comply or are on track . |
| Hedging/Pledging | Anti‑hedging, anti‑pledging, and anti‑short sale policies; pledging requires Audit Committee pre‑approval and is generally prohibited . |
Employment Terms
| Provision | Key Terms |
|---|---|
| Start Date & Role | CFO effective 9/25/2023 . |
| Base Salary & Target Bonus | $550,000 base; 75% target bonus . |
| New Hire Equity (2023) | ~$1,750,000 aggregate grant value split equally between options and RSUs; 5‑year equal annual vesting . |
| Signing/Relocation | $100,000 signing bonus (2023); $150,000 relocation stipend (second $118,000 installment subject to pro‑rata repayment if departure within 12 months) . |
| Non‑compete/Non‑solicit | 12‑month post‑employment non‑competition and non‑solicitation . |
| Severance (no CIC) | If terminated without cause or resigns for good reason: 12 months base salary; accelerate 50% of unvested time‑based options/stock; pro‑rata performance awards remain eligible; Company‑paid COBRA up to 12 months . |
| Severance (CIC, double trigger) | Lump sum 1.5x (base + target bonus); pro‑rata target bonus; 100% acceleration of time‑based awards; performance awards deemed at ≥target or actual; COBRA up to 18 months . |
| Clawback Policy | Adopted Oct 2023; recovers excess incentive compensation for 3 years prior to restatement for executive officers; extends to other employees in certain cases . |
| Tax Gross‑ups | None provided under 280G/4999 or 409A . |
Potential Payments (as of 12/31/2024)
| Scenario | Base/Bonus ($) | Pro‑rata Bonus ($) | Equity Acceleration ($) | COBRA ($) | Total ($) |
|---|---|---|---|---|---|
| Termination w/o cause or good reason (no CIC) | $550,000 | — | $425,583 | $42,816 | $1,018,399 |
| CIC + qualifying termination (double trigger) | $1,443,750 | $412,500 | $425,583 | $42,816 | $2,324,649 |
Note: A separate disclosure table shows “no CIC benefits” unless termination occurs; the non‑CIC termination table presents total of $1,376,855 when including alternate intrinsic equity calculations and COBRA durations; values depend on grant mix and market price at the measurement date .
Compensation Peer Group & Say‑on‑Pay
- Target percentile: Compensation generally targeted within 50th–75th percentile of peers, with discretion based on performance and responsibilities .
- 2024 peer group (for 2024 compensation decisions): 17 companies across bioprocessing/research tools/healthcare supplies (e.g., Avid Bioservices, Azenta, Bio‑Rad, Bio‑Techne, Bruker, Insulet, Maravai, Medpace, Natera, Neogen, NeoGenomics, NovaCure, Mesa Laboratories, Quanterix, Waters, Halozyme) .
- 2023 say‑on‑pay approval: ~94% of votes cast supported executive compensation (voted in 2024 Proxy) . Company currently holds annual say‑on‑pay votes .
Investment Implications
- Alignment: High at‑risk mix via PSUs (tied to three‑year Base Organic Revenue Growth and Adjusted ROIC) and options; robust clawback, anti‑hedging/pledging, and ownership guidelines mitigate misalignment risk .
- Retention & pressure: 2024 vesting schedules are back‑weighted and PSUs cliff in 2027; Garland had no option exercises in 2024 and modest RSU vesting (733 shares), suggesting limited near‑term selling pressure; double‑trigger CIC terms reduce opportunistic exit incentives .
- Pay-for-performance discipline: 2022 PSU program paid 0% and 2023 annual cash bonuses were zero for NEOs due to not meeting company objectives, signaling a strict performance gate; 2024 company score at 94.2% produced measured cash payouts .
- Ownership: Beneficial ownership is <1% (9,802 shares) but guidelines require 1x salary over five years and include RSUs for compliance; monitor progress toward guideline and future PSU vest outcomes .
- Execution risk: Finance initiatives (SAP, controls, reporting) and convertible notes require sustained treasury discipline; watch debt service and equity award overhang given multi‑year vest schedules and market sensitivity .