CytomX Therapeutics Inc
For the period ended May 15, 2024. Filed Apr 4, 2024.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 15, 2024 · Filed Apr 4, 2024
Contents
PAY VERSUS PERFORMANCE
In accordance with rules adopted by the Securities and Exchange Commission pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, we provide the following disclosure regarding executive compensation for our principal executive officer (“PEO”) and Non-PEO NEOs and Company performance for the fiscal years listed below. The Compensation Committee did not consider the pay versus performance disclosure below in making its pay decisions for any of the years shown.
| Year | | | Summary Compensation Table Total for PEO1 ($) | | | Compensation Actually Paid to PEO1,2,3($) | | | Average Summary Compensation Table Total for Non-PEO NEOs1 ($) | | | Average Compensation Actually Paid to Non-PEO NEOs1,2,3 ($) | | | Value of Initial Fixed $100 Investment based on TSR4 | | | Net Income($ Thousands) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | | | 2,611,138 | | | 519,365 | | | 1,127,080 | | | 528,064 | | | 23.66 | | | (569) |
| 2022 | | | 3,013,606 | | | 671,919 | | | 1,383,594 | | | 586,769 | | | 24.43 | | | (99,317) |
| 2021 | | | 4,339,415 | | | 2,429,869 | | | 1,694,355 | | | 1,093,232 | | | 66.11 | | | (115,870) |
| 1. | Sean A. McCarthy, D. Phil. was our PEO for each year presented. The individuals comprising the Non-PEO NEOs for each year presented are listed below. |
| 2021 | | | 2022 | | | 2023 |
| Carlos Campoy | | | Carlos Campoy | | | Jeff Landau |
| Lloyd A. Rowland | | | Lloyd A. Rowland | | | Marcia P. Belvin |
| Amy Peterson | | | Amy Peterson | | | |
| Alison Hannah | | | Jeff Landau | | |
| 2. | The amounts shown for Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by the Company’s NEOs. These amounts reflect the Summary Compensation Table Total with certain adjustments as described in footnote 3 below. |
| 3. | Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Stock Awards and Option Awards column are the totals from the Stock Awards and Option Awards columns set forth in the Summary Compensation Table. |
| Year | | | Summary Compensation Table Total for Sean A. McCarthy, D. Phil. ($) | | | Exclusion of Stock Awards and Option Awards for Sean A. McCarthy, D. Phil. ($) | | | Inclusion of Equity Values for Sean A. McCarthy, D. Phil. ($) | | | Compensation Actually Paid to Sean A. McCarthy, D. Phil. ($) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | | | 2,611,138 | | | (1,582,151) | | | (509,622) | | | 519,365 |
| Year | | | Average Summary Compensation Table Total for Non-PEO NEOs ($) | | | Average Exclusion of Stock Awards and Option Awards for Non-PEO NEOs($) | | | Average Inclusion of Equity Values for Non-PEO NEOs ($) | | | Average Compensation Actually Paid to Non-PEO NEOs ($) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | | | 1,127,080 | | | (519,320) | | | (79,696) | | | 528,064 |
The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables:
| Year | | | Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year for Sean A. McCarthy, D. Phil. ($) | | | Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards for Sean A. McCarthy, D. Phil. ($) | | | Vesting-Date Fair Value of Equity Awards Granted During Year that Vested During Year for Sean A. McCarthy, D. Phil. ($) | | | Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year for Sean A. McCarthy, D. Phil. ($) | | | Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for Sean A. McCarthy, D. Phil. ($) | | | Total - Inclusion ofEquity Values for Sean A. McCarthy, D. Phil. ($) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | | | 402,983 | | | (574,338) | | | 64,280 | | | (402,547) | | | — | | | (509,622) |
| Year | | | Average Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year for Non-PEO NEOs ($) | | | Average Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards for Non-PEO NEOs ($) | | | Average Vesting-Date Fair Value of Equity Awards Granted During Year that Vested During Year for Non-PEO NEOs ($) | | | Average Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year for Non-PEO NEOs ($) | | | Average Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for Non-PEO NEOs ($) | | | Total - Average Inclusion of Equity Values for Non-PEO NEOs ($) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | | | 184,765 | | | (174,487) | | | 20,406 | | | (110,380) | | | — | | | (79,696) |
| 4. | Assumes $100 was invested in the Company for the period starting December 31, 2020, through the end of the listed year. Historical stock performance is not necessarily indicative of future stock performance. |
Relationship Between PEO and Non-PEO NEO Compensation Actually Paid and Company Total Shareholder Return (“TSR”)
The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and the Company’s cumulative TSR over the three most recently completed fiscal years.
Relationship Between PEO and Non-PEO NEO Compensation Actually Paid and Net Income
The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and our Net Income during the three most recently completed fiscal years.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.