TG THERAPEUTICS, INC.
For the period ended Jun 11, 2026. Filed Apr 30, 2026.
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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.
Jun 11, 2026 · Filed Apr 30, 2026
Contents
Elements of Compensation
Our executive compensation program for 2025 consisted of the following components:
| Compensation Element | Purpose | |
|---|---|---|
| Base Salary | | Base salary represents the fixed portion of an executive’s annual compensation and is intended to recognize the executive’s value to the Company based on skills and experience relative to the responsibilities of his or her position. |
| | | |
| Annual cash incentive awards | | Annual cash incentive awards represent the portion of an executive’s compensation that is intended to vary as a direct reflection of Company and individual performance for the year. |
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| Long-term equity awards | | Long-term equity awards are intended to reward performance over a multi-year period, link the interests of executives to those of the stockholders, and encourage retention. Restricted stock awards or stock options generally are issued based upon achievement of corporate goals and objectives in the prior year. |
| | | |
| Health and welfare plans and retirement plan | | We provide competitive levels of medical and disability coverage, and retirement benefits under our 401(k) plan. Our executives participate in the same programs offered to all of our eligible employees. |
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| Severance benefits | | Our NEOs have employment agreements that provide for severance benefits in certain circumstances. |
No specific allocation is used regarding the various elements within our executive compensation program. The Compensation Committee retains the discretion to reduce or eliminate amounts that otherwise might be payable to our executives based upon its assessment of the Company’s or our executives’ performance in general and unforeseen events occurring during the year.
In order to maximize the incentive effect of our executive compensation program, we have structured our performance-based compensation to include a mix of value opportunities and performance measures.
| ● | Our annual cash incentive awards and our annual equity awards are based principally upon the Company’s performance against pre-set corporate goals and objectives and partially upon the Compensation Committee’s assessment of each individual executive’s contribution to the Company’s performance. |
| ● | In 2025, 100% of the annual equity award granted to our Chief Executive Officer is subject to vesting based on the achievement of pre-set performance goals. |
| ● | The ultimate realized value of our equity awards (stock options and restricted stock awards) is tied to our stock price, in alignment with the interests of our stockholders. |
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