Margaret Dugan
About Margaret Dugan
Margaret Dugan, M.D., age 68, is Chief Medical Officer (CMO) at Schrödinger (SDGR) since July 2023. She is a board-certified medical oncologist and hematologist with 30+ years of clinical, medical research, and drug development experience, including senior leadership at Novartis AG leading oncology global strategic development with several regulatory filings/approvals, and prior CMO tenure at Dracen Pharmaceuticals (Apr 2018–Feb 2023). Dr. Dugan holds a B.A. in Biology and an M.D. from New York University and currently serves on BeiGene, Ltd.’s board of directors . Company performance context during her tenure: total revenue was $216.7M in 2023 and $207.5M in 2024, with cumulative TSR value of a $100 investment at $112.16 for 2023 and $60.43 for 2024, and net income of $40.7M (2023) vs. $(187.1)M (2024) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Novartis AG | Senior Vice President (oncology-focused global strategic drug development) | Prior to 2018 (years not disclosed) | Led oncology global development including several regulatory filings and approvals |
| Dracen Pharmaceuticals, Inc. | Chief Medical Officer | Apr 2018 – Feb 2023 | Clinical and drug development leadership at oncology company |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| BeiGene, Ltd. | Director | Current (as of Apr 2025) | Board-level oversight at a global oncology-focused biopharma |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | 218,637 | 540,800 (current base per employment agreement) |
| Target Bonus (% of annualized base) | 40% (prorated for 2023) | Not disclosed for Dugan (company-wide targets set; Dugan not an NEO in 2024) |
| Actual Bonus Paid ($) | 100,000 sign-on bonus; 78,513 non‑equity incentive payout | Not disclosed for Dugan in 2024 |
| 100,000 sign-on bonus | ||
| 78,513 non‑equity incentive |
Performance Compensation
| Metric | Weighting (Target) | Target | Actual | Payout Basis | Vesting/Notes |
|---|---|---|---|---|---|
| Achieve software revenue growth target (2024 corporate goal) | 50.0% | Not disclosed | 100.0% | Corporate achievement contributed 50.0% weighted performance | Annual cash incentive under Senior Executive Incentive Compensation Plan; overall corporate achievement 115% for 2024 |
| Drug discovery revenue target (2024 corporate goal) | 3.0% | Not disclosed | Below target | 0.0% weighted performance | |
| Reduce annual increase in operating expenses (2024 corporate goal) | 5.0% | Not disclosed | 100.0% | 10.0% weighted performance | |
| Generate data to inform/support further clinical development (SGR‑1505, SGR‑2921) | 24.0% | Not disclosed | 112.5% | 27.0% weighted performance | |
| Initiate Phase 1 trial for SGR‑3515 | 9.0% | Not disclosed | 100.0% | 9.0% weighted performance | |
| Early drug discovery program goals | 4.0% | Not disclosed | 100.0% | 4.0% weighted performance | |
| External business initiatives/goals | 5.0% | Not disclosed | 100.0% target and stretch | 15.0% weighted performance |
- Company-wide 2024 cash incentive payouts were determined at 115% of target based on aggregate corporate performance; NEO payouts are shown, but Dugan was not an NEO in 2024. The same plan structure applies to executives broadly .
Equity Incentive Program Structure
- RSUs vest in equal annual installments over 4 years; stock options typically vest 25% at first anniversary and 2.0833% monthly thereafter; PRSUs vest upon achievement of specified performance goals. Double-trigger acceleration applies upon qualifying change-in-control terminations for time-based awards .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| New hire equity awards (Aug 9, 2023) | Option to purchase 90,000 shares at $39.89; vests 25% on Jul 31, 2024, then monthly through Jul 31, 2027; RSUs for 15,000 shares, vesting in equal annual installments over 4 years; granted under 2021 Inducement Plan per Nasdaq 5635(c)(4) |
| Stock ownership guidelines | Executives subject to ownership guidelines (CEO 3x salary; EVP 2x; SVP 1x; directors 3x cash retainer). Newly hired executives expected to reach compliance within 5 years |
| Compliance status | As of Apr 21, 2025, all directors/executives meet guidelines except Drs. Porges and Dugan and Ms. van Kralingen (newly appointed), reflecting expected ramp to compliance for newer executives |
| Hedging/pledging | Hedging prohibited; pledging generally prohibited (exceptions only in extraordinary cases with audit committee approval). No pledges disclosed for Dugan; only Dr. Friesner has a pledge (331,778 shares) |
| Clawback | Company maintains a clawback policy covering erroneously awarded incentive-based executive compensation |
Employment Terms
| Term | Detail |
|---|---|
| Employment agreement | Dated July 27, 2023; at-will; salary may be adjusted at company discretion; current base salary $540,800 |
| Sign-on bonus | $100,000 (paid in 2023) |
| Target bonus | Eligible for up to 40% of annualized base salary in 2023 (prorated from Jul 31, 2023) |
| Equity | Options and RSUs granted as inducement awards (see Equity Ownership) |
| Severance plan | Under the Severance Plan: without change-in-control—9 months salary continuation and up to 12 months COBRA contributions; within 12 months post‑change‑in‑control—lump sum 100% of base salary and 100% of target bonus, up to 12 months COBRA, and time-based equity acceleration |
| Tax gross-ups | Company does not provide tax gross-up payments for any change-of-control payments |
| Double trigger | Double-trigger change-of-control arrangements maintained (termination plus change-of-control required) |
Potential Payments Upon Termination or Change in Control (as of Dec 31, 2023; proxy filed Apr 25, 2024)
| Scenario | Severance ($) | Bonus ($) | COBRA ($) | Equity Acceleration ($) | Total ($) |
|---|---|---|---|---|---|
| CIC without termination | — | — | — | 537,000 | 537,000 |
| Resignation for good reason or termination without cause within 12 months post‑CIC | 520,000 | 208,000 | — | 537,000 | 1,265,000 |
| Termination without cause prior to or >12 months post‑CIC | 390,000 | — | — | — | 390,000 |
Notes: Time-based equity awards fully accelerate under qualifying CIC terminations; valuation of equity acceleration uses $35.80 closing price on Dec 29, 2023 .
Compensation Structure Analysis
- Shift to PRSUs and continued options: Company broadened PRSUs for all executive officers in 2024, aligning pay with performance; time-based RSUs used for retention; options continue with 4-year vesting; double-trigger equity acceleration mitigates “single-trigger” windfall risk .
- No tax gross-ups and anti-hedging: Shareholder-friendly features include no gross-ups, clawback policy, and prohibitions on hedging/pledging (with rare exceptions) .
- Ownership guideline compliance ramp: As of Apr 2025, Dugan remains in phase-in period to meet ownership guidelines, standard for newly hired executives subject to a five-year window .
Investment Implications
- Alignment and retention: Dugan’s package balances retention (RSUs, monthly option vesting) with performance orientation via the company’s PRSU framework; double-trigger CIC terms and clawback reduce governance risk .
- Potential selling overhang: Calendar-based vesting creates predictable liquidity windows; monitor Form 4s for any 10b5‑1 selling activity as RSUs/option tranches vest, especially post-first anniversary and annual RSU anniversaries .
- Performance linkage: Annual incentives are driven by software revenue growth, drug discovery milestones (SGR‑1505, SGR‑2921, SGR‑3515), and operating discipline; 2024 corporate achievement was 115% of target, indicating robust attainment of programmatic goals .
- Ownership guideline shortfall (temporary): Dugan has not yet met stock ownership guidelines due to recent hire timing, with a five-year phase-in expected; absence of pledging and presence of anti-hedging policy support alignment .