Michael Severino
ViatrisAbout Michael Severino
Michael Severino, M.D., age 59, is an independent director of Viatris (VTRS) who joined the Board in May 2025. He serves on the Science and Technology Committee and brings senior biopharma operating experience as CEO of Tessera Therapeutics and as a CEO-Partner at Flagship Pioneering; previously he was Vice Chairman and President of AbbVie and held senior R&D leadership roles at Amgen, including SVP Global Development and Chief Medical Officer .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| AbbVie Inc. (NYSE: ABBV) | Vice Chairman and President | 2018–2022 | Led business development and company management; oversaw capital markets and financial reporting in senior leadership roles |
| Amgen Inc. (Nasdaq: AMGN) | SVP Global Development; Chief Medical Officer | 2012–2014 (CMO); broader roles 2004–2014 | Oversaw clinical development; senior leadership across R&D |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Avantor, Inc. (NYSE: AVTR) | Director | Since 2020 | Chair, Compensation & Human Resources Committee; member, Science & Technology Committee |
| Tessera Therapeutics (private) | Chief Executive Officer; Director | Since 2022 | Operational leadership of genome engineering enterprise |
| Flagship Pioneering | CEO-Partner | Since 2022 | Portfolio company leadership and BD support |
| Montai Therapeutics (private) | Director | Since 2023 | Board oversight |
| Quotient Therapeutics (private) | Director | Since 2023 | Board oversight |
| The Field Museum of Natural History | Former Director | — | Non-profit governance experience |
Board Governance
- Committee assignments: Science and Technology Committee member; the committee oversees Viatris’ R&D strategy and reviews emerging scientific trends .
- Independence: The Board determined Dr. Severino is independent under NASDAQ rules .
- Attendance: Viatris’ Board met 7 times in 2024 and 9 times through Oct 20, 2025; all directors standing for re-election (including Severino) attended more than 75% of Board and committee meetings in 2025 to-date .
- Executive sessions: Independent directors met five times in executive session in 2024 and six times through Oct 20, 2025, chaired by the independent Board Chair .
- Board refresh: 7 new directors appointed since Dec 2022; Severino appointed in 2025 via third‑party search and interviews, aligning with desired C‑suite and pharma expertise .
Fixed Compensation
| Component (Non-Employee Director) | Amount (2025) | Notes |
|---|---|---|
| Board Member Retainer (cash) | $150,000 | Standard retainer for all non-employee directors |
| Annual Equity Grant (RSUs, grant-date fair value) | $225,000 | Standard annual RSU value for directors |
| Committee Chair Fee | $25,000 | Applies to chairs; Severino is not a chair |
| Executive Committee Member Fee | $25,000 | Applies only to Exec Committee members; Severino is not a member |
| Matching Charitable Gifts | Up to $20,000 | Company matches qualifying gifts dollar-for-dollar |
- 2024 director RSU awards vested on March 4, 2025; annual director equity normally vests on a defined annual schedule (Severino joined in 2025; specifics for his grant date and vesting not separately disclosed) .
Performance Compensation
Directors at Viatris do not receive performance-based pay; the following performance design applies to executives and is relevant for assessing Board oversight of pay-for-performance.
| Metric | Weight (2024 STI) | Outcome/Payout Detail |
|---|---|---|
| Adjusted EBITDA | 40% | Above-target outcomes contributed to a calculated funding of 163.92%, but the Compensation Committee exercised negative discretion to reduce payouts to 140% due to the late-2024 Indore FDA import alert impact |
| Free Cash Flow | 40% | Included in calculated funding (see above) |
| Global Regulatory Submissions | 20% | Included in calculated funding; weighting reduced to 10% for 2025 to heighten financial rigor |
Additional 2025 plan design changes for executives: increased difficulty of the Adjusted EBITDA maximum (110% vs. historical 105%), addition of a 10% personal objective, and removal of Eli Lilly from the peer group; PRSUs include a 3-year relative TSR modifier vs. the S&P 500 Pharmaceutical Index .
Other Directorships & Interlocks
| Company | Relationship to VTRS | Potential Interlock/Conflict Commentary |
|---|---|---|
| Avantor, Inc. (AVTR) | Severino is a director and chairs its Compensation & HR Committee | Avantor operates in life sciences tools and consumables; no Viatris-related party transactions disclosed with Avantor, and no specific supplier/customer ties are disclosed in the proxy |
- No related party transactions were disclosed involving Severino since the beginning of 2024; the Audit Committee oversees related party transactions policy (thresholds ≥$100,000) .
Expertise & Qualifications
- Senior operating and scientific leadership across large-cap biopharma and innovative biotech (AbbVie Vice Chairman/President; Amgen CMO/SVP; Tessera CEO) .
- Boardroom compensation oversight and science/technology governance experience (Avantor Compensation & HR Chair; Science & Technology member) .
- Global business, strategy/M&A, finance and capital markets exposure from executive roles and portfolio leadership at Flagship Pioneering .
Equity Ownership
| Holder | Shares Beneficially Owned (Oct 20, 2025) | Options/Restricted Shares Exercisable/Vesting ≤60 days | Percent of Class |
|---|---|---|---|
| Michael Severino | 0 | 0 | <1% |
- Director ownership guidelines require holding common stock valued at 5x annual cash retainer within five years of start date; RSUs count toward compliance for non-employee directors. Severino’s start date is 2025, and guidelines apply through 2030; his beneficial ownership was 0 shares as of Oct 20, 2025 (compliance status not yet determined; RSUs would contribute) .
Governance Assessment
- Strengths: Independent status; heavy scientific and clinical development expertise aligns with Science & Technology oversight; Avantor compensation chair experience adds governance rigor; attendance ≥75% in 2025-to-date supports engagement .
- Alignment watchpoint: No disclosed beneficial ownership as of Oct 20, 2025; while new directors have five years to meet guidelines, investors may prefer early equity alignment; RSUs count toward guidelines .
- Conflicts/related-party exposure: No related-party transactions disclosed involving Severino; Board’s related party policy and Audit Committee oversight mitigate risk .
- Board compensation governance signals: Post-2024 say‑on‑pay disappointment, the Board ended the Chairman Emeritus consulting arrangement (June 30, 2025) and tightened plan rigor (higher EBITDA max, reduced regulatory weighting, added personal objective), evidencing responsiveness to shareholders and improved pay-for-performance alignment .