Yann Mazabraud
RHYTHM PHARMACEUTICALSAbout Yann Mazabraud
Executive Vice President, Head of International at Rhythm Pharmaceuticals since October 2020; age 52 as of April 29, 2025; Master’s in Management from Ecole Supérieure de Commerce de La Rochelle. In 2024, Rhythm delivered $130.1 million of total revenues (+68% YoY), with ~26% generated outside the U.S., and a 24% share price increase for the year; SEC “Pay vs Performance” shows a $188.27 value of a hypothetical $100 shareholder investment in 2024 versus $93.49 for the peer set. Company net loss was $260.6 million in 2024, reflecting pipeline and commercial investments supporting international expansion, which is Mazabraud’s remit .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Trevi Therapeutics, Inc. | Chief Commercial Officer & Head of International | Nov 2017–Oct 2020 | Led commercial strategy and international operations . |
| Sanofi Genzyme | SVP, U.S. General Manager & North America Head, Rare Diseases | Jan 2016–Oct 2017 | Member of Executive Leadership Team; led several rare genetic disease product launches in U.S. . |
| Sanofi Genzyme | VP, Head of Latin America | Mar 2014–Dec 2015 | Led rare disease launches in Europe and Latin America . |
Fixed Compensation
| Component | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 380,643 | 448,848 | 467,224 |
| Annualized Base Salary set Feb/Mar 2024 ($) | — | — | 472,374 (effective Mar 1, 2024; €454,764 converted at 1.03872) |
| Target Bonus (% of Base Salary) | — | — | 45% |
| Remote Work Allowance | — | — | €8,000 annually (contractual) |
Performance Compensation
Annual Bonus (2024)
| Metric | Weighting | Target | Actual Achievement | Payout Basis | Executive Result |
|---|---|---|---|---|---|
| Corporate goals (commercial growth, clinical/regulatory milestones) | 70% | 100% | 135% | Capped at 200% | Applies to NEOs |
| Individual goals | 30% | Not disclosed | Not disclosed (avg NEO modifier 146%)* | Committee discretion | Not disclosed (Mazabraud-specific) |
| 2024 Target Bonus ($) | — | — | — | — | $212,568 |
| 2024 Actual Bonus Paid ($) | — | — | — | — | $297,075 |
*Average modifier shown for NEOs; Mazabraud’s individual modifier not separately disclosed .
Long-Term Incentives (Equity)
| Award Type | Grant/Plan | Target/Units | Performance Metrics | Payout Range | Measurement Period | Vesting Mechanics |
|---|---|---|---|---|---|---|
| PSUs (2024 grant) | 2017 Plan | 40,000 PSUs | Key strategic financial, commercial and clinical milestones; Net Product Revenue milestones for 2024, 2025, 2026 established in stages | 0%–140% of target | 3-year period ending Dec 31, 2026 | Vests after period upon Committee certification; PSUs eligible to vest at 100% (or greater if milestones probable) upon change in control |
| Stock Options (time-based) | Annual 2024 | 67,000 underlying shares | Time-based | N/A | N/A | 16 equal quarterly installments from vest commencement |
| RSUs (time-based) | Annual 2024 | 40,905 units | Time-based | N/A | N/A | Standard 4 equal annual installments; two French Sub-Plan RSU grants vest in full at first anniversary, replacing prior non-qualified RSUs (canceled) |
Equity Ownership & Alignment
Beneficial Ownership Snapshot (as of April 28, 2025)
| Holder | Shares Beneficially Owned | % of Common Stock | Pledged? |
|---|---|---|---|
| Yann Mazabraud | 209,869 | <1% | None (company states no pledged shares; anti-pledging policy) |
Stock Ownership Policy & Trading Restrictions
- Ownership guideline: 1x annual base salary for executive officers; five years to comply; all current participants were already in compliance at adoption (Dec 2024) .
- Anti-hedging and anti-pledging: prohibited for directors, officers, employees; no margin accounts or pledges allowed .
Outstanding Equity Awards (Dec 31, 2024)
| Award | Exercisable (#) | Unexercisable (#) | Exercise Price | Expiration | Unvested RSUs/PSUs (#) | Market/Payout Value ($) |
|---|---|---|---|---|---|---|
| Option (10/5/2020) | 100,000 | — | $22.28 | 10/04/2030 | — | — |
| Option (2/11/2021) | 45,703 | 3,047 | $30.66 | 02/10/2031 | — | — |
| Option (2/9/2022) | 56,719 | 25,781 | $6.80 | 02/08/2032 | — | — |
| Option (2/16/2024) | 12,563 | 54,437 | $49.23 | 02/16/2034 | — | — |
| RSU (4/14/2023) | — | — | — | — | 31,125 | $1,742,378 (at $55.98) |
| RSU (2/16/2024) | — | — | — | — | 22,000 | $1,231,560 (at $55.98) |
| RSU (4/15/2024) | — | — | — | — | 8,905 | $498,502 (vesting in full 4/15/2025) |
| RSU (4/15/2024) | — | — | — | — | 10,000 | $559,800 (vesting in full 4/15/2025) |
| PSUs (4/26/2024) | — | — | — | — | 29,332 | $1,642,005 (at $55.98) |
Notes:
- RSU vesting: standard 4 annual tranches; two French Sub-Plan RSUs vest in full on April 15, 2025 .
- Options generally vest quarterly (16 installments) or per prior schedules; see footnotes for vesting mechanics .
2024 Exercises/Vesting Activity
| Category | Shares | Value Realized ($) |
|---|---|---|
| Options Exercised | — (none) | — |
| Stock Awards Vested | 49,594 | $2,068,577 |
Employment Terms
| Term | Detail |
|---|---|
| Employment Agreement | Executed Oct 5, 2020; EVP, Head of International; annual base salary; annual remote work allowance €8,000; eligible annual performance bonus (percent of base) . |
| Severance (non-misconduct termination) | Entitled to three-month notice or three months’ compensation in lieu; additional severance benefits per French law and pharma industry CBA in France . |
| Change-in-Control (CIC) Economics (Illustrative, Dec 31, 2024) | Without CIC: Cash $98,750; no equity acceleration; Total $98,750. CIC (no termination): Equity acceleration value $7,386,767; Cash $98,750; Total $7,485,517. CIC assumptions for PSUs: 100% vesting (or greater if milestones probable) at $55.98 . |
| Clawback Policy | Nasdaq Rule 10D-1 compliant; recoups erroneously awarded incentive comp upon restatement within lookback period . |
| Tax Gross-Ups | Company does not provide excise tax gross-ups under Section 4999 for CIC payments . |
| Insider Trading Policy | Anti-hedging/anti-pledging enforced; no margin accounts/pledges . |
| Stock Ownership Policy | 1x base salary for executive officers; five-year compliance window; all current participants in compliance at adoption (Dec 2024) . |
Compensation Summary (Multi-Year)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | 380,643 | 448,848 | 467,224 |
| Stock Awards ($) | 93,500 | 805,100 | 1,999,709 |
| Option Awards ($) | 348,975 | — | 2,272,339 |
| Non-Equity Incentive Plan ($) | 202,697 | 238,688 | 297,075 |
| All Other Compensation ($) | 164,090 | 249,373 | 585,276 |
| Total ($) | 1,189,905 | 1,742,009 | 5,621,623 |
Compensation Structure Analysis
- High equity mix and “pay at risk”: ~84% of 2024 target direct compensation in equity; ~90% of total target comp at risk across NEOs, emphasizing alignment with shareholder value .
- Shift to PSUs with defined financial goals: 2024 PSU program introduced with three-year strategic, commercial, and Net Product Revenue milestones; payout 0–140% to sharpen pay-for-performance alignment .
- French Sub-Plan RSUs: tailored vesting to optimize French employee/employer tax treatment; replacement grants vest at 1-year; prior non-qualified RSUs canceled—transient vesting concentration risk near April 15, 2025 .
- No option repricing; no CIC tax gross-ups; NASDAQ clawback—favorable governance posture .
Compensation Peer Group (Benchmarking)
Updated in Sept 2023; adds Amylyx, Ardelyx, BridgeBio, Krystal Biotech, Mirati, Mirum; removes Albireo, Cara, ChemoCentryx, Esperion, G1, Global Blood; full peer list used for 2024 decisions includes Agios, Amicus, Amylyx, Apellis, Ardelyx, BioCryst, BridgeBio, Deciphera, Krystal, Mirati, Mirum, Insmed, Intra-Cellular, Karyopharm, Ocular, Rigel, TG Therapeutics, Travere, Ultragenyx, Vericel .
Say-on-Pay & Shareholder Feedback
2024 say-on-pay support was 97.1%; shareholder outreach requested defined financial goals in LTIs, which the PSU program addressed .
Expertise & Qualifications
- Deep rare disease commercial leadership across U.S., Europe, Latin America; multiple product launches in genetics, pediatrics, nephrology, neurology, endocrinology .
- International commercial execution for IMCIVREE: availability in >15 countries; EU/UK pediatric authorizations; ex-U.S. revenue contribution (~26%) .
Investment Implications
- Alignment: Low pledged risk and formal anti-hedging/pledging policy; ownership guideline compliance supports alignment, though personal beneficial stake is <1% .
- Retention & selling pressure: Two French Sub-Plan RSUs vest in full on April 15, 2025, and sizable unvested RSUs/PSUs exist—watch for vest-related supply or 10b5-1 plan activity; no 2024 option exercises by Mazabraud .
- Pay-for-performance levers: PSU outcomes tied to Net Product Revenue and strategic milestones through 2026; international reimbursement/market access achievements likely key to PSU realization and equity value .
- CIC dynamics: Limited cash severance relative to U.S.-based NEOs; substantial equity acceleration possible under CIC for PSUs (and potentially options/RSUs depending on transaction treatment), which can alter incentive horizon .
- Company trajectory: Strong 2024 revenue growth (+68% YoY) and ex-U.S. expansion under Mazabraud’s scope improve LTI line-of-sight; offset by elevated R&D and SG&A investment and 2024 net loss, underscoring execution risk in pipeline and global commercialization .
Overall, Mazabraud’s compensation is heavily equity-weighted with explicit multi-year performance criteria, suggesting high sensitivity to international commercialization outcomes and revenue scaling; near-term vesting events and PSU milestones are the key trading signals to monitor .