Matthew Shields
About Matthew Shields
Matthew Shields is Executive Vice President, Teva Global Operations (TGO), appointed in June 2024; age 51. He brings 25+ years in pharma manufacturing and supply-chain leadership, previously Senior Vice President for Manufacturing at Merck Animal Health and earlier operations roles at Sanofi and Amgen; he holds a BS in Chemical & Materials Science Engineering (University of Connecticut) and an MBA (Bryant University) . Company performance under Teva’s Pivot to Growth shows operational improvement: Q3 2025 revenues were $4,480 million (+3% YoY), gross margin rose to 51.4% (from 49.6%), and net income was $433 million (vs. a net loss of $437 million in Q3 2024) . Pay-versus-performance TSR disclosure shows the “value of initial fixed $100 investment” at $224.90 for 2024 (vs. $106.53 for 2023), reflecting strong share-price performance through 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Merck Animal Health (MSD Animal Health) | Senior Vice President, Manufacturing | Not disclosed | Oversaw end-to-end manufacturing, supply chain, procurement, and process development |
| Sanofi | Operations leadership roles | Not disclosed | Senior operations leadership across manufacturing and supply processes |
| Amgen, Inc. | Operations leadership roles | Not disclosed | Senior operations leadership across manufacturing and supply processes |
External Roles
No public-company board or external directorships disclosed in Teva’s 2025 proxy officer biography for Shields .
Fixed Compensation
Teva’s Compensation Policy governs executive officers (including Shields). Base salaries are set individually based on role, market competitiveness, and internal fairness; executive officer target annual cash incentive opportunity is capped at 100% of base salary and the maximum payout is 200% of target .
Performance Compensation
Annual Cash Incentives (Policy for Executive Officers)
| Component | Metric | Weighting | Target/Payout Mechanics | Notes |
|---|---|---|---|---|
| Company Financial | Net Revenues | 25% | Targets set at start of year; payouts vs actual | Added in 2024 to deepen top-line focus |
| Company Financial | Non-GAAP EPS | 25% | Targets set at start of year; payouts vs actual | Standard profitability metric |
| Company Financial | Free Cash Flow | 25% | Targets set at start of year; payouts vs actual | Emphasis on cash generation |
| Individual | Pre-established individual goals (incl. sustainability) | 25% | Payouts based on individual performance | Sustainability goals embedded across executives |
| Plan caps | — | — | Target capped at 100% of salary; max payout 200% of target | Applies to executive officers |
Long-Term Equity (Structure)
| Instrument | Typical Weight (Other Execs) | Vesting | Performance / Modifiers | Notes |
|---|---|---|---|---|
| PSUs | ~67% of target equity grant value | 3-year performance period | Metrics include Net Revenue and Non-GAAP Operating Income; 2022–2024 cycle paid 123% after relative TSR modifier at company level | Strengthens pay-performance alignment |
| RSUs | ~33% of target equity grant value | Four-year time-based vesting | N/A | Retention-focused, long-dated vesting |
Equity Ownership & Alignment
| Item | Status / Policy | Detail |
|---|---|---|
| Initial beneficial ownership (Form 3) | 0 shares beneficially owned | Filed June 5, 2024; Officer title: EVP, Global Operations |
| Anti-hedging | Prohibited | No hedging (puts, calls, swaps, short sales) for directors/executives (and for one year post-termination) |
| Anti-pledging | Prohibited | No pledging Teva securities as loan collateral for directors/executives |
| Stock ownership guidelines | Required | CEO 6x salary; other executive officers 3x salary; directors 5x cash fee (moving to 7x if approved) |
| What counts towards guidelines | Included | Outright shares; family/household shares; retirement plan shares; unvested time-based RSUs |
| What does not count | Excluded | Unvested PSUs; stock options (vested or unvested) |
Employment Terms
| Topic | Policy / Terms | Notes |
|---|---|---|
| Appointment date | June 2024 | EVP, Teva Global Operations |
| Severance (executive officers) | Up to 1x salary + target bonus upon qualifying termination | May be conditioned on non-compete and other covenants |
| Change-in-control (double-trigger) | Additional up to 1x salary + target bonus upon termination within two years of CoC | Equity treatment may include acceleration or continued vesting per plan |
| Benefits post-termination | Medical/life insurance up to 18 months | Per Compensation Policy |
| Equity treatment on termination | Acceleration/continued vesting and option exercise period adjustments | Under 2015/2020 LTIP rules |
| Clawback | Robust clawback policies | NYSE/SEC-compliant restatement clawback and broader misconduct-based clawback |
| Tax gross-ups | Not provided | No excise tax gross-ups in employment agreements |
| Hedging/pledging | Prohibited | See Equity Ownership & Alignment |
Compensation Peer Group (Updated for 2025 decisions)
Teva updated its peer group to better match revenue/EV ranges and global complexity; the committee targets alignment around market median for executive compensation, with certain policy maximums set around the peer 75th percentile for flexibility .
| Company | HQ | Revenues ($mm) | Enterprise Value ($mm) | Employees |
|---|---|---|---|---|
| Amgen, Inc. | United States | 33,424 | 191,490 | 28,000 |
| AstraZeneca PLC | United Kingdom | 54,073 | 228,175 | 94,300 |
| Bausch Health Companies, Inc. | Canada | 9,625 | 24,684 | 20,700 |
| Biogen, Inc. | United States | 9,676 | 27,235 | 7,605 |
| Bristol-Myers Squibb Company | United States | 48,300 | 157,791 | 34,100 |
| Gilead Sciences, Inc. | United States | 28,754 | 131,586 | 17,600 |
| GlaxoSmithKline Plc | United Kingdom | 39,280 | 84,175 | 68,629 |
| IQVIA Holdings Inc. | United States | 15,405 | 47,907 | 88,000 |
| Moderna, Inc. | United States | 3,236 | 8,154 | 5,800 |
| Novartis AG | Switzerland | 51,722 | 212,877 | 75,883 |
| Organon & Co. | United States | 6,403 | 11,828 | 10,000 |
| Perrigo Company Plc | Ireland | 4,373 | 7,034 | 8,379 |
| Regeneron Pharmaceuticals, Inc. | United States | 14,202 | 61,056 | 15,106 |
| Sanofi | France | 45,849 | 138,970 | 82,878 |
| Takeda Pharmaceutical Co., Ltd. | Japan | 29,125 | 72,375 | 49,281 |
| Vertex Pharmaceuticals, Inc. | United States | 11,020 | 94,253 | 6,100 |
| Viatris, Inc. | United States | 14,739 | 28,827 | 32,000 |
Say-on-Pay & Shareholder Feedback
| Item | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| Advisory approval of NEO compensation (June 5, 2025) | 688,836,027 | 99,207,637 | 14,771,995 | 61,943,377 |
Performance & Track Record (Company-level during Shields’ tenure)
| Metric | Q3 2024 | Q3 2025 |
|---|---|---|
| Revenues ($mm) | $4,360 | $4,480 (+3% YoY) |
| Gross Profit Margin (%) | 49.6% | 51.4% |
| Operating Income ($mm) | $(51) | $882 |
| Net Income ($mm) | $(437) | $433 |
Risk Indicators & Red Flags
- Hedging and pledging prohibited for directors and executive officers (reduces misalignment risk) .
- No excise tax gross-ups; double-trigger required for CoC equity vesting; no option repricing without shareholder approval (shareholder-friendly terms) .
- Clawbacks adhere to NYSE/SEC rules and broader misconduct provisions (recoupment framework) .
Expertise & Qualifications
- Technical: Manufacturing, supply chain, procurement, and process development leadership across biopharma; end-to-end operations expertise .
- Education: BS Chemical & Materials Science Engineering (UConn); MBA (Bryant University) .
Equity Ownership Snapshot
| Date | Filing | Shares Beneficially Owned | Notes |
|---|---|---|---|
| 06/05/2024 | Form 3 | 0 | Initial statement upon appointment as EVP, Global Operations |
Employment Terms Summary for Shields (Inferred from Company Policy)
| Category | Terms |
|---|---|
| Severance | Up to 1x salary + target bonus (subject to restrictive covenants) |
| Change-in-Control (Double Trigger) | Additional up to 1x salary + target bonus upon qualifying termination within two years of CoC |
| Benefits/Equity | Medical/life continuation up to 18 months; equity acceleration/continued vesting per plan |
| Clawback | Restatement- and misconduct-based clawbacks |
| Ownership Guideline | 3x base salary; five years to achieve guideline |
Compensation Committee & Governance Notes
- Independent compensation consultant (Meridian) engaged; independence assessed and confirmed .
- Peer group updated in 2024/2025 to better match Teva’s size/complexity; committee seeks alignment to market median with policy maximums around the 75th percentile to allow flexibility .
Investment Implications
- Alignment: Executive pay structure emphasizes PSUs with multi-year performance metrics (Net Revenue, Non-GAAP Operating Income) and annual cash tied to Net Revenue, EPS, and FCF—supporting pay-for-performance and reinforcing operational execution in Shields’ remit .
- Retention/Selling Pressure: No Form 4 transactions found for Shields; initial Form 3 reported zero ownership. Anti-pledging/hedging policies reduce adverse alignment risk; equity vesting and ownership guidelines imply increasing “skin in the game” over time .
- Risk/Protections: Double-trigger CoC, absence of tax gross-ups, and robust clawbacks are shareholder-friendly; severance economics for executives are moderate (1x salary+bonus), lowering parachute risk .
- Execution Signal: Company-level results improved through 2025 (revenue growth, margin expansion, and return to net income), consistent with operations discipline; continued monitoring of TGO KPIs and any future Section 16 filings will refine assessment of Shields’ ownership alignment and potential selling pressure .