Christopher Benecchi
About Christopher Benecchi
Christopher Benecchi, 53, served as Chief Operating Officer and Treasurer of Sage Therapeutics from November 1, 2024 until all pre-merger officers ceased at the effective time of the Supernus transaction in July 2025; previously Chief Business Officer (June 2022–Oct 2024) and Chief Commercial Officer (Sept 2021–June 2022). He holds a B.A. from Colby College and an M.B.A. from Duke University and led Sage’s commercialization of ZURZUVAE for postpartum depression, exceeding shipment, revenue, and market access goals in 2024 . Company performance context during his tenure: 2024 TSR translated a hypothetical $100 investment into $8 vs. $114 for the Nasdaq Biotechnology Index peer group; net loss was $400.7 million; collaboration revenue from ZURZUVAE was $36.1 million for 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Sage Therapeutics | COO & Treasurer | Nov 2024–Jul 2025 | Drove post-reorg efficiencies across finance, technical operations, and digital enterprise; led commercialization strategies and Biogen alliance support for ZURZUVAE . |
| Sage Therapeutics | Chief Business Officer | Jun 2022–Oct 2024 | Led commercial strategy; helped exceed ZURZUVAE performance goals in shipments, revenue, and market access . |
| Sage Therapeutics | Chief Commercial Officer | Sept 2021–Jun 2022 | Established commercialization approach for PPD portfolio . |
| Alexion Pharmaceuticals | VP, Global Head of Commercial Excellence | Aug 2019–Sept 2021 | Led global commercial excellence initiatives . |
| UCB, Inc. | Multiple global commercial roles (Global Launch Head, Global Commercial Strategy Lead, Global Marketing Head) | 2014–2019 | Led global launch and immunology strategy; marketing leadership . |
| Johnson & Johnson; Takeda; Acorda Therapeutics | Sales and senior marketing leadership | Various | Built sales leadership foundation; senior marketing roles . |
External Roles
No public company directorships or external board roles were disclosed for Mr. Benecchi in the 2025 proxy executive officer biographies .
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $461,086 | $501,125 | $532,236 (paid) ; annualized increased to $560,000 effective Nov 1, 2024 |
| Target Bonus (% of Salary) | 40% | 40% | 40% |
| Market Target Competitive Adjustment ($) | — | — | $50,000 pre-multiplier; $40,000 paid after 80% corporate multiplier |
| Actual Annual Cash Incentive Paid ($) | $209,475 | $165,371 | $219,200 (80% corporate × 100% individual on target+adjustment) |
Performance Compensation
Annual Incentive Plan – 2024
| Metric | Weighting | Target | Actual | Payout (Cash) | Vesting/Timing |
|---|---|---|---|---|---|
| Corporate performance | Applies to total | Board-assessed goals | 80% achievement | Included in $219,200 | Paid Jan 2025 |
| Individual performance | Applies to total | Role-specific goals | 100% for Benecchi | Included in $219,200 | Paid Jan 2025 |
| Market Target Competitive Adjustment | N/A | $50,000 | 80% applied | $40,000 bonus line item | Paid Jan 2025 |
Equity Awards – Grants in 2024
| Award Type | Grant Date | Shares (#) | Grant Date Fair Value ($) | Notes |
|---|---|---|---|---|
| PSUs | 2/13/2024 | 32,400 | $745,848 | 2024 PSU mix: strategic milestones and TSR . |
| RSUs | 2/13/2024 | 13,500 | $310,770 | Time-based vesting . |
| Stock Options | 2/13/2024 | 27,000 | $429,022 | Exercise price $23.02; time-based vesting . |
| RSUs (promotion) | 11/1/2024 | 6,250 | $37,813 | Granted with COO promotion . |
| Stock Options (promotion) | 11/1/2024 | 12,500 | $52,466 | Exercise price $6.05; COO promotion . |
PSU Design and Outcomes
| PSU Category | Weighting | Target Definition | Performance Window | Outcome/Payout |
|---|---|---|---|---|
| Patients treated in approved indications | 40% | Cumulative patients treated (approved indications) | Deadline Feb 13, 2034 | Achieved milestone in Aug 2024; corresponding PSUs vested (Benecchi vested 16,200 shares, value $145,152) . |
| Launch of new product or new indication | 40% | Regulatory/commercial launch milestone | Deadline Feb 13, 2034 | Not disclosed as achieved in 2024 . |
| TSR vs. Nasdaq Biotechnology Index | 20% | Percentile ranking (30-day avg Jan 2024 vs Dec 2026) | Jan 1, 2024–Dec 31, 2026 | Vesting scale: 0–200% at <40th to ≥90th percentile . |
Vesting Schedules (Plan Overview)
- Options: 25% on first anniversary of hire/grant, then equal monthly installments until the 4th anniversary; 3-month post-termination exercise window (exceptions for death/disability or committee extensions) .
- RSUs: Time-based vesting; vesting ceases at termination .
- PSUs: Milestone-based vesting upon achievement; TSR PSUs vest at end of 3-year performance window .
Equity Ownership & Alignment
| Ownership Metric (as of Mar 31, 2025) | Value |
|---|---|
| Total beneficial ownership (shares) | 98,433; less than 1% of outstanding . |
| Direct shares owned | 21,040 . |
| Options exercisable within 60 days | 77,393 . |
| Shares outstanding basis | 62,540,718 . |
| Stock ownership guidelines | 2× base salary for non-CEO executive officers; forms counted include outright shares, unvested RSUs, and vested in-the-money options . |
| Compliance status | Committee waived compliance with guidelines for 12 months from May 29, 2024 due to stock volatility . |
| Hedging/Pledging | Prohibited for executives and insiders; no margin purchases permitted . |
| Clawback | Company policy to recover erroneously awarded incentive compensation upon required restatement . |
Outstanding Equity Awards (selected highlights as of Dec 31, 2024)
| Instrument | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration |
|---|---|---|---|---|
| Options (grant 10/1/2021) | 36,563 | 8,437 | 45.29 | 10/1/2031 |
| Options (grant 2/11/2022) | 8,075 | 3,325 | 43.04 | 2/11/2032 |
| Options (grant 6/16/2022) | 5,938 | 3,562 | 31.36 | 6/16/2032 |
| Options (grant 2/13/2023) | 9,579 | 11,321 | 45.28 | 2/13/2033 |
| Options (grant 2/13/2024) | — | 27,000 | 23.02 | 2/13/2034 |
| Options (promotion 11/1/2024) | — | 12,500 | 6.05 | 11/1/2034 |
| Unvested equity awards (PSU/RSU counts) | — | Various (e.g., 15,750; 17,050; 13,500; 8,100; 16,200; 6,250) | — | PSU/RSU; market values disclosed . |
2024 exercises: Benecchi did not exercise options; 16,200 shares vested upon PSU milestone achievement (value realized $145,152) .
Employment Terms
| Term | Detail |
|---|---|
| Employment status | At-will under letter agreement (Aug 2021); promoted to COO Nov 1, 2024, also principal financial officer, principal accounting officer, and Treasurer . |
| Base salary (as of Nov 1, 2024) | Increased to $560,000 . |
| Annual cash incentive target | 40% of base salary; discretionary by Compensation Committee . |
| Severance/change-in-control (as of Dec 31, 2024) | Termination not for cause: 9 months base salary ($420,000) lump sum; Good reason/not for cause: 12 months base salary ($560,000) + 12 months COBRA ($56,129); CIC double-trigger: 12 months base ($560,000) + target bonus ($224,000) + COBRA ($56,129). Total estimates exclude equity acceleration; stock price assumption $5.43 . |
| Amended severance (July 30, 2025) | Increased to 12 months base salary plus full target bonus; Company pays full employer and executive portions of COBRA premiums up to 12 months; lump-sum within 60 days of termination (Exhibit 10.2) . |
| Vesting on CIC | Double-trigger vesting standard under employment arrangements . |
| Non-compete/non-solicit | July 30, 2025 8-K added a 24-month non-compete for the CEO; form amendments for other NEOs did not disclose additional non-compete specifics for Benecchi . |
| Officers after merger | As of the effective time of the Supernus transaction, each pre-merger Sage officer ceased to be an officer . |
Investment Implications
- Pay-for-performance: 2024 cash incentive paid at 80% corporate and 100% individual, with a market adjustment aligning executive targets to peer levels; equity mix now includes RSUs (retention tilt) alongside PSUs and options, with PSU milestones tied to patients treated and launches, and TSR-based PSUs against the NBI . This design emphasizes strategic and commercial milestones over GAAP financials; the company states it does not use financial measures in executive compensation, which can weaken direct linkage to profitability .
- Ownership alignment and selling pressure: Benecchi’s beneficial ownership is <1% (98,433 shares), mostly from options exercisable within 60 days (77,393); RSUs/PSUs unvested counts are significant and will convert to shares upon milestone/TSR outcomes, creating potential future selling pressure on vesting. Hedging and pledging are prohibited, and ownership guideline compliance was waived for 12 months due to stock volatility, indicating reduced near-term ownership enforcement .
- Retention and change-in-control economics: The July 2025 severance amendment increased cash protection (12 months salary + full target bonus; fuller COBRA subsidy), improving retention through certainty but also enhancing payout readiness in a transaction context. Equity remains double-trigger, moderating immediate windfalls without termination; however, the merger eliminated Benecchi’s officer role, and post-merger leadership changes can raise transition risk for continuity .
- Execution track record: Under Benecchi’s commercialization leadership, ZURZUVAE posted 6,600+ shipments and $36.1 million collaboration revenue in 2024 with broad payer coverage; nonetheless, the company’s TSR severely underperformed peers in 2024 and net losses remained large, highlighting execution against commercial milestones but ongoing financial headwinds that investors must weigh when interpreting incentive payouts .
Note: All information is drawn from Sage Therapeutics’ 2025 DEF 14A and 8-K filings.