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Craig Malzahn

Executive Vice President, Product Development and Chief Technology Officer at REGENXBIOREGENXBIO
Executive

About Craig Malzahn

Craig Malzahn is Executive Vice President, Product Development and Chief Technology Officer at REGENXBIO, appointed in March 2025; he joined the company in November 2019 and is 52 years old . He holds an M.S. in Biotechnology from Johns Hopkins University and a B.S. in Biology from Virginia Tech, with deep technical and operations experience across biopharma manufacturing and supply chain . Company performance context: REGENXBIO reported FY 2024 revenue of $83.3M and net loss of $227.1M, ended 2024 with $244.9M cash, and disclosed cumulative TSR of 18.87 for 2024; in March 2025 the company closed a $110M upfront strategic partnership with Nippon Shinyaku, strengthening cash runway into 2H 2026 .

Past Roles

OrganizationRoleYearsStrategic Impact
GlaxoSmithKline (GSK)Vice President & Site HeadJan 2017–Oct 2019Led site operations and biopharma technology functions supporting manufacturing scale-up and tech operations .
GSKDirector, BioPharmaceutical TechnologyApr 2016–Dec 2016Directed biopharma technology initiatives underpinning process and platform improvements .
GSKDirector, Supply ChainDec 2012–Mar 2016Managed supply chain for biologics; oversight of materials, logistics, and continuity .
Human Genome Sciences (HGS)Senior Director, Supply Chain; prior rolesNov 2003–Nov 2012Led supply chain during HGS integration into GSK, ensuring operational continuity .
Baxter; North American VaccinesManufacturing rolesNot disclosedHands-on manufacturing experience across vaccine and biologics operations .

External Roles

None disclosed in the company’s 2025 proxy or recent 8‑K filings for Craig Malzahn .

Fixed Compensation

  • Individual compensation details (base salary, target bonus, 2025 grants) for Craig Malzahn are not disclosed in the 2025 proxy or recent 8‑Ks; he was promoted in March 2025, and the corporate update notes his elevation but does not provide compensation terms .

Performance Compensation

  • Company performance framework (applies to NEOs; Craig’s specific plan not disclosed): annual cash incentives use a corporate performance multiplier (0–200%) and an individual performance multiplier (0–200%) with caps to discourage excessive risk-taking .
  • 2024 corporate objectives and weightings used for NEO payouts (context for pay-for-performance design):
Corporate ObjectiveWeighting (% of Corporate Objectives)
Deliver milestones for ABBV‑RGX‑314, RGX‑202, RGX‑12160%
Maintain financial strength into 202625%
Execute strategic partnerships for RGX‑121 and deprioritized programs10%
Increase value of early portfolio and NAV Platform5%
  • 2024 corporate performance was assessed at 100% of target; objective-level achievement: 55% (milestones), 25% (financial strength), 15% (partnerships), 5% (portfolio/NAV) .

  • Equity design principles (standard across executives): annual options typically vest 25% at 12 months, then monthly over 36 months; RSUs vest 25% annually over four years; double-trigger acceleration upon qualifying change-in-control termination; clawback applies to incentive-based comp tied to financial reporting or stock price/TSR .

Equity Ownership & Alignment

  • Individual beneficial ownership for Craig Malzahn is not itemized in the 2025 proxy security ownership table; only directors/NEOs are listed individually; executive officers as a group are summarized, but Malzahn is not broken out .
  • Anti-hedging/pledging: executives are prohibited from hedging and short sales; pledging company stock requires prior approval; no pledging by Malzahn is disclosed .
  • Equity plan and vesting discipline: 2025 Equity Incentive Plan proposes 5.5M shares with minimum one-year vesting on awards (except up to 5% of pool), prohibits repricing/exchange of options/SARs without shareholder approval, and limits liberal share recycling; term 10 years (to May 2035) .
  • Underwater options reduce near-term selling pressure: as of Dec 31, 2024, ~9.93M of 9.99M options were out-of-the-money; weighted-average exercise price $29.48 vs stock price $7.73, implying significant retentive equity optionality rather than realizable gains in the short term .

Employment Terms

TermCompany Standard for Executives (context)
Start date at REGENXBIONovember 2019 (EVP-level since Mar 2025) .
Role appointmentEVP, Product Development & CTO – March 2025 .
Severance (without cause/good reason)12 months base salary; COBRA premiums for 9 months (12 months if coincident with change-in-control); target bonus component included under change-in-control (monthly over 12 months) .
Change-in-control vestingDouble-trigger acceleration for unvested options/RSUs upon post‑CIC termination without cause or resignation for good reason .
Non‑compete / non‑solicitStandard proprietary information and inventions agreement includes prohibition for one year after termination on soliciting employees/customers and competing against the company .
ClawbackCompany clawback enables recovery of incentive-based compensation upon accounting restatements (TSR/stock price/financial measures) over a 3‑year lookback .
Insider trading policyBlackout windows, pre‑clearance for certain officers, and prohibition against trading while in possession of MNPI; policy located in 2024 10‑K exhibits .

Note: Craig’s specific employment agreement is not disclosed; table reflects company-standard executive terms from the proxy’s NEO section.

Performance & Track Record

  • Company pipeline progress linked to executive team execution: BLA for RGX‑121 submitted with potential FDA approval in 2H 2025; RGX‑202 pivotal trial ~50% enrolled with BLA targeted mid‑2026; ABBV‑RGX‑314 pivotal wet AMD data expected in 2026; strategic partnership with Nippon Shinyaku closed ($110M upfront; up to $700M milestones) .
  • FY 2024 financials and cash runway strengthen execution capacity: $83.3M revenue; $227.1M net loss; $244.9M cash at YE 2024; cash plus partnership upfront funds operations into 2H 2026 .
MetricFY 2023FY 2024
Revenues ($USD Millions)$90.2 $83.3
Net Loss ($USD Millions)$(263.5) $(227.1)
Ending Cash, Cash Equivalents & Marketable Securities ($USD Millions)$314.1 $244.9
Cumulative TSR (Index, base $100 Dec 2019)43.81 18.87

Board Governance (context)

  • Compensation Committee: Chair Daniel Tassé; members Alexandra Glucksmann, Ph.D., and A.N. “Jerry” Karabelas, Ph.D.; 8 meetings in 2024; Willis Towers Watson serves as independent consultant (assessed independent; advises on peer group and compensation) .
  • Audit Committee: Chair George Migausky; members Jennifer Zachary and David C. Stump, M.D.; Migausky is an “audit committee financial expert” .
  • Lead Independent Director role is established (Daniel Tassé since July 1, 2024) .

Compensation Peer Group (benchmarking context)

Peer Company
2seventy bio, Inc.
Agios Pharmaceuticals, Inc.
bluebird bio, Inc.
Blueprint Medicines Corporation
CRISPR Therapeutics AG
Denali Therapeutics Inc.
Editas Medicine, Inc.
MacroGenics, Inc.
MeiraGTx Holdings plc
Mirati Therapeutics, Inc.
PTC Therapeutics, Inc.
Sangamo Therapeutics, Inc.
Supernus Pharmaceuticals, Inc.
Ultragenyx Pharmaceutical Inc.
uniQure N.V.

SAY‑ON‑PAY & Shareholder Feedback

  • Board recommends “For” the advisory vote on executive compensation and “One Year” for the frequency of advisory votes; the company holds annual advisory votes per prior shareholder preference (2019) .

Compensation Structure Analysis (management confidence signals)

  • Equity-heavy compensation design with strict vesting schedules and clawback reflects pay-for-performance alignment; options/RSUs vest over 4 years with double-trigger CIC acceleration and a clawback for restatements .
  • 2025 Equity Plan removes evergreen increases and adds minimum vesting and anti-repricing provisions, signaling discipline and shareholder alignment .
  • Underwater option overhang (>99% OTM as of year-end 2024) suggests retention focus via future equity grants rather than realizable gains from legacy options .

Related Party Transactions; Risk Indicators

  • No related party transactions >$120,000 involving directors/executives in 2024 .
  • Cybersecurity oversight with no material cyber breaches disclosed; board-level risk management processes in place .
  • Anti-hedging and pledging restrictions reduce misalignment and speculative risk .
  • Clawback policy in place for incentive compensation tied to financial reporting or market metrics .

Expertise & Qualifications

  • Technical expertise in biotechnology manufacturing, supply chain, and product development; senior leadership roles at GSK and HGS; degree credentials in biotechnology and biology .

Work History & Career Trajectory

  • Progression from manufacturing and supply chain roles (Baxter, North American Vaccines) to senior leadership (HGS; GSK site head) and then EVP/CTO at REGENXBIO, indicating a trajectory toward operational excellence and product development leadership .

Employment Terms

  • Appointment as EVP, Product Development and CTO in March 2025; company standard executive terms include 12 months salary continuation on termination without cause/good reason, and double-trigger CIC acceleration, plus one-year non-solicit/non-compete under proprietary information agreement; clawback applies to incentive comp .

Investment Implications

  • Retention risk appears manageable: most legacy options are underwater, reducing near-term selling pressure; new 2025 equity plan adds minimum vesting and prohibits repricing, aligning retention with performance and shareholder interests .
  • Execution leverage: Malzahn’s operations/manufacturing background aligns with late-stage and pre-commercial needs as RGX‑121 approaches potential approval in 2H 2025 and RGX‑202 advances toward mid‑2026 BLA; partnership capital ($110M upfront) supports scale-up and commercialization infrastructure .
  • Governance safeguards (clawback, anti-hedging/pledging, independent comp consultant) and defined CIC/dismissal economics reduce misalignment and limit perverse incentives during pivotal commercialization phases .