X4 Pharmaceuticals Inc
For the period ended Apr 25, 2025. Filed Apr 25, 2025.
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Apr 25, 2025 · Filed Apr 25, 2025
Contents
Summary Compensation Table
2024 SUMMARY COMPENSATION TABLE
The following table shows the total compensation awarded to, earned by or paid to, during the fiscal years ended December 31, 2024 and December 31, 2023, the following individuals, for all services rendered in all capacities: (1) each individual who served as our Chief Executive Officer during the fiscal year ended December 31, 2024, and (2) our two most highly compensated executive officers (other than our Chief Executive Officer) who earned more than $100,000 during the fiscal year ended December 31, 2024 and were serving as executive officers as of such date. We refer to these three individuals in this Proxy Statement as our named executive officers, or NEOs.
Our NEOs for 2024 who appear in the Summary Compensation Table are:
| • | Paula Ragan, Ph.D., our President and Chief Executive Officer; |
| • | Adam S. Mostafa, our Chief Financial Officer, Treasurer and Corporate Secretary; and |
| • | Mark Baldry, our Chief Commercial Officer. |
| Name and Principal Position | Year | Salary ($) | Bonus($) | StockAwards($) (1) | Option Awards ($) (2) | Non-EquityIncentive PlanCompensation($) (3) | All OtherCompensation($) (4) | Total ($) |
|---|---|---|---|---|---|---|---|---|
| Paula Ragan, Ph.D.President and Chief Executive Officer | 2024 | 654,156 | — | 312,962 | 857,686 | 305,818 | 14,419 | 2,145,041 |
| 2023 | 620,053 | — | 1,035,784 | — | 375,132 | 13,792 | 2,044,761 | |
| Adam S. MostafaChief Financial Officer, Treasurer and Secretary | 2024 | 510,000 | 102,000 (5) | 137,703 | 377,381 | 179,520 | 619 | 1,307,223 |
| 2023 | 486,192 | — | 452,064 | — | 214,000 | 592 | 1,152,848 | |
| Mark Baldry, Chief Commercial Officer (6) | 2024 | 475,000 | — | 137,703 | 377,381 | 167,200 | 14,419 | 1,171,703 |
| (1) | The amounts reported in the “Stock Awards” column reflect the aggregate grant date fair value of restricted stock units awarded during the applicable fiscal year, computed in accordance with the provisions of Financial Accounting Standards Board Accounting Standards Codification Topic 718 (“ASC 718”), but excluding any estimated forfeitures related to service-based vesting conditions. See Note 15 to the X4 Pharmaceuticals Inc. Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 26, 2025, regarding assumptions underlying the valuation of equity awards. The amounts reported in this column reflect the total accounting expense for these restricted stock units and do not correspond to the actual economic value that may be received by our NEOs upon the vesting and settlement of the restricted stock units or any sale of the underlying shares of common stock. The amounts are for performance-based restricted stock units and the aggregate grant date fair value is reported based on probable achievement of performance outcomes. The aggregate grant date fair value of such awards assuming the maximum achievement of performance outcomes are the same as the aggregate grant date fair values of the awards assuming probable achievement of the performance outcomes. |
| (2) | The amounts reported in the “Options Awards” column reflect the aggregate grant date fair value of stock appreciation rights (“SARs”) and/or stock options awarded during the applicable fiscal year, computed in accordance with the provisions of ASC 718 but disregarding any estimate of forfeitures related to service-based vesting conditions for this purpose. See Note 15 to the X4 Pharmaceuticals Inc. Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 26, 2025, regarding assumptions underlying the valuation of equity awards. The amounts reported in this column reflect the accounting expense for these options and/or SARs and do not correspond to the actual economic value that may be received by our NEOs upon the exercise of the options or SARs, as applicable, or any sale of the underlying shares of common stock. |
| (3) | The amounts reported in the “Non-Equity Incentive Plan Compensation” column represent amounts earned pursuant to our annual bonus program, which is based upon our NEO’s achievement of predetermined individual and/or company-wide performance goals. Amounts listed for fiscal year 2024, represents amounts earned for the 12-month period from January 1, 2024 to December 31, 2024 and paid in 2025. See “Narrative to Summary Compensation Table—Non-Equity Incentive Plan Compensation” below for more information. |
| (4) | The amounts reported in the “All Other Compensation” column for fiscal year 2024 reflect 401(k) matching contributions of $13,800 for Dr. Ragan and Mr. Baldry, respectively, and the value of group term life insurance provided to each NEO. |
| (5) | The amount reported represents a discretionary bonus earned by Mr. Mostafa in 2024 in recognition of his contributions to the sale of a rare pediatric disease priority review voucher for a lump sum payment of $105.0 million in May 2024 (the “PRV Sale”). |
| (6) | Mr. Baldry commenced employment with us on November 3, 2022 and was not a NEO for 2023. |
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