Companies Arcturus Therapeutics Holdings
Arcturus Therapeutics (ARCT): executive pay, fiscal 2025
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CEO pay, last three years
- $4,892,500FY2023
- $3,697,000FY2024
- $1,691,000FY2025
CEO total pay was $1,691,000 in fiscal 2025, down from $3,697,000 in fiscal 2024.
FY2025: salary $750,000 · bonus $0 · stock awards $0 · option awards $941,000
Executives and directors
Frequently asked questions
Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.
Full detail
Every table from the filing. Open any section.
Summary compensation table
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Joseph Payne | $750,000 | $0 | $0 | $941,000 | $0 | $0 | $0 | $1,691,000 |
| President and Chief Executive Officer, Director | ||||||||
| Andy Sassine | 572,000 | 0 | 0 | 37,500 | 0 | 0 | 572,000 | 1,181,500 |
| Former Chief Financial Officer | ||||||||
| Padmanabh Chivukula | 572,000 | 0 | 0 | 290,000 | 0 | 0 | 0 | 862,000 |
| Chief Scientific Officer, Chief Operating Officer | ||||||||
| Lance Kurata | 540,000 | 0 | 0 | 290,000 | 0 | 0 | 0 | 830,000 |
| Chief Legal Officer | ||||||||
| Joe Roberts | 219,580 | 0 | 0 | 54,000 | 0 | 0 | 0 | 273,580 |
| Interim Principal Financial and Accounting Officer; Controller | ||||||||
A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.
Three-year trend — total compensation per named executive
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Joseph Payne | $1,691,000 | $3,697,000 | $4,892,500 | ↓ −2,006,000 |
| Andy Sassine | 1,181,500 | 1,618,000 | 2,182,500 | ↓ −436,500 |
| Padmanabh Chivukula | 862,000 | 1,585,000 | 3,178,500 | ↓ −723,000 |
| Lance Kurata | 830,000 | 1,487,000 | 2,095,000 | ↓ −657,000 |
| Joe Roberts | 273,580 | — | — | — |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
Incentive-plan design — the Compensation Discussion & Analysis
Our current executive compensation programs are intended to achieve the following four fundamental goals and objectives: (1) to incentivize and reward sustained long-term performance by aligning significant elements of executive compensation with our stockholders interests, (2) to attract and retain an experienced, highly qualified and motivated executive management team to lead our business, (3) to provide economic rewards for achieving high levels of our performance and individual contribution, and (4) to pay compensation that is competitive, taking into account the experience, skills and performance of the executives required to build and maintain the organization necessary to support our mission to become a leading RNA medicines company.
| CEO STI target (% of salary) | 60% |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | True |
| Anti-hedging | True |
| Anti-pledging | True |
Equity grants and outstanding awards
Grants of plan-based awards — fiscal year 2025
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Padmanabh Chivukula | OPTION | 2025-12-17 | — | — | 54,000 | — | $290,000 |
| Joseph Payne | OPTION | 2025-12-17 | — | — | 175,000 | — | 941,000 |
| Lance Kurata | OPTION | 2025-12-17 | — | — | 54,000 | — | 290,000 |
| Joe Roberts | OPTION | 2025-12-17 | — | — | 10,000 | — | 54,000 |
Vehicle mix — grant-date fair value by award type
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| Padmanabh Chivukula | $0 | $0 | $290,000 | 0.0% |
| Joseph Payne | 0 | 0 | 941,000 | 0.0% |
| Lance Kurata | 0 | 0 | 290,000 | 0.0% |
| Joe Roberts | 0 | 0 | 54,000 | 0.0% |
% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.
Outstanding equity awards at fiscal year-end 2025
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Joe Roberts | Option | 542 | 37.44 | — |
| Joe Roberts | Option | 1,750 | 16.92 | — |
| Joe Roberts | Option | 3,750 | 28.88 | — |
| Joe Roberts | Option | 6,750 | 16.24 | — |
| Joe Roberts | Option | 10,000 | 6.52 | — |
| Padmanabh Chivukula | Option | 31,250 | 16.92 | — |
| Lance Kurata | Option | 31,250 | 16.92 | — |
| Lance Kurata | Option | 37,500 | 28.88 | — |
| Padmanabh Chivukula | Option | 45,000 | 16.24 | — |
| Lance Kurata | Option | 45,000 | 16.24 | — |
| Padmanabh Chivukula | Option | 54,000 | 6.52 | — |
| Lance Kurata | Option | 54,000 | 6.52 | — |
| Joseph Payne | Option | 62,500 | 16.92 | — |
| Padmanabh Chivukula | Option | 62,500 | 28.88 | — |
| Joseph Payne | Option | 100,000 | 28.88 | — |
| Joseph Payne | Option | 147,000 | 16.24 | — |
| Joseph Payne | Option | 175,000 | 6.52 | — |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| James BarlowIndependent · Audit (Chair) · Compensation | $80,000 | $0 | $154,000 | $0 | — | $234,000 |
| Moncef SlaouiIndependent | 234,000 | 0 | 154,000 | 0 | 0 | 234,000 |
| Edward W. HolmesIndependent · Audit · Nominating/Governance (Chair) | 70,000 | 0 | 154,000 | 0 | — | 224,000 |
| Magda MarquetIndependent · Compensation (Chair) | 70,000 | 0 | 154,000 | 0 | — | 224,000 |
| Peter FarrellIndependent | 67,500 | 0 | 154,000 | 0 | — | 221,500 |
| Jing L. MarantzIndependent · Compensation · Nominating/Governance | 65,000 | 0 | 154,000 | 0 | — | 219,000 |
| John H. MarkelsIndependent · Audit · Nominating/Governance | 65,000 | 0 | 154,000 | 0 | — | 219,000 |
| Joseph E. PayneEmployee director | 0 | 0 | 0 | — | 0 | 0 |
Board fee structure and ownership guideline
| Annual cash retainer | $50,000 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 10,000 / 10,000 / 5,000 |
| Stock ownership guideline | — |
Total cost of the board
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $651,500 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $0 |
| Total cost of the board | $651,500 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Peer group, and who names Arcturus Therapeutics as a peer
Companies that benchmark against ARCT
12 companies name ARCT as a compensation peer
- Altimmune, Inc.ALTFY2025
- Atea Pharmaceuticals, Inc.AVIRFY2025
- Atrium Therapeutics, Inc.RNAFY2024
- Avidity Biosciences, Inc.RNAMFY2024
- ENANTA PHARMACEUTICALS INCENTAFY2025
- Keros Therapeutics, Inc.KROSFY2025
- Liquidia CorpLQDAFY2025
- Olema Pharmaceuticals, Inc.OLMAFY2025
- PLIANT THERAPEUTICS, INC.PLRXFY2025
- RIGEL PHARMACEUTICALS INCRIGLFY2025
- Stoke Therapeutics, Inc.STOKFY2025
- Wave Life Sciences, Inc.WVEFY2025
Each company listed discloses ARCT in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named ARCT in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
Disclosed peer group — fiscal year 2025
The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.
Chief executive pay against the peer group
Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company’s own proxy statement.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | PTC | 2025 | Neil Barua | $800,000 | $21,720,456 | $0 | $1,620,000 | $24,315,129 |
| 2 | Insmed | 2025 | William Lewis | 854,550 | 2,999,940 | 9,000,033 | 1,495,463 | 14,467,393 |
| 3 | Novavax | 2025 | John Jacobs | 792,917 | 3,545,435 | 3,763,292 | 640,331 | 8,856,015 |
| 4 | Vir Biotechnology | 2025 | Marianne De Backer | 950,000 | 2,296,800 | 3,507,360 | 1,002,750 | 7,834,045 |
| 5 | Acadia | 2025 | Kenneth Bernstein | 850,000 | 3,574,544 | 0 | 2,486,898 | 6,922,230 |
| 6 | Arcturus Therapeutics Holdings | 2025 | Joseph Payne | 750,000 | 0 | 941,000 | 0 | 1,691,000 |
Each peer’s compensation is from its most recently filed proxy; fiscal years differ by company. Each peer’s figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.
Incentive design against the same peers
| Company | Annual incentive payout | Long-term vehicle mix | PSU measures include TSR | Compensation consultant |
|---|---|---|---|---|
| Arcturus Therapeutics Holdings | not disclosed | Options 100 | not disclosed | not disclosed |
| Acadia | not disclosed | LTIP Units 100 | Yes — Relative TSR vs. Nareit Shopping Center Index | Ferguson Partners Consulting (FPC) |
| Insmed | 175% | Options 75 · RSU 25 | No | Willis Towers Watson (WTW) |
| Novavax | 95% | Options 50 · RSU 50 | not disclosed | Pearl Meyer |
| PTC | 135% | PSU 60 · RSU 40 | Yes — Three Year Relative TSR | Pearl Meyer & Partners, LLC |
| Vir Biotechnology | 125% | Options 67 · RSU 33 | not disclosed | Semler Brossy |
Read from each company’s Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company’s filing does not state the item.
Say-on-pay history and pay ratio
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-06-05 | 15,254,240 | 327,647 | 176,375 | 97.9% | Passed |
| 2025 | 2025-06-06 | 18,472,131 | 586,006 | 64,724 | 96.93% | Passed |
Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year’s compensation.
Say-on-pay — history, company’s computation
| Meeting year | Meeting date | Approval — company’s computation |
|---|---|---|
| 2026 | 2026-06-05 | 97.9%a |
| 2025 | 2025-06-06 | 96.93%b |
a. Approved under the standard stated in the filing — “Abstentions will count towards the quorum requirement for the annual meeting but will not count as a vote for or against the proposal.”.
b. Approved under the standard stated in the filing — “Abstentions will count towards the quorum requirement for the annual meeting but will not count as a vote for or against the proposal.”.
Approval percentages are the company’s own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.
CEO pay ratio
| Ratio (CEO : median employee) | 8.1 : 1 |
|---|---|
| CEO total compensation | $1,691,000 |
| Median employee compensation | $208,500 |
Insider trades since the proxy
Every insider equity transaction reported on Form 4 after the 2025 proxy statement — acquisitions, dispositions, exercises, and withholdings — and therefore not reflected in any table in that document.
| Insider | Role | Transaction date | Code | Shares | Price | Value | Security | Source |
|---|---|---|---|---|---|---|---|---|
| Dennis Mulroy | Chief Financial Officer | 2026-05-01 | A | 100,000 | $0 | $0 | Derivative, Class A Common | Form 4 ↗ |
| Jing L. Marantz | Director | 2026-06-05 | A | 15,000 | 0 | 0 | Derivative, Class A Common | Form 4 ↗ |
| John H. Markels | Director | 2026-06-05 | A | 15,000 | 0 | 0 | Derivative, Class A Common | Form 4 ↗ |
| Peter Farrell | Director | 2026-06-05 | A | 15,000 | 0 | 0 | Derivative, Class A Common | Form 4 ↗ |
| James Barlow | Director | 2026-06-05 | A | 15,000 | 0 | 0 | Derivative, Class A Common | Form 4 ↗ |
| Edward W. Holmes | Director | 2026-06-05 | A | 15,000 | 0 | 0 | Derivative, Class A Common | Form 4 ↗ |
| Magda Marquet | Director | 2026-06-05 | A | 15,000 | 0 | 0 | Derivative, Class A Common | Form 4 ↗ |
| Moncef Slaoui | Director | 2026-06-05 | A | 15,000 | 0 | 0 | Derivative, Class A Common | Form 4 ↗ |
Transaction codes per Form 4: A acquisition · S open-market sale · F tax withholding · M option exercise · G gift. Value = shares × price as reported. Dividend-equivalent and fractional-share accrual rows (derivative Class A, under $10,000 and under 2,000 shares) are aggregated per date; every row appears in full below.
Sources (37 citations)
Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.
- Section 01, Joseph Payne. DEF 14A, filed 2026-04-24. Section “Summary Compensation Table” · page 33. As printed: 1,691,000. View filing ↗
- Section 01, Andy Sassine. DEF 14A, filed 2026-04-24. Section “Summary Compensation Table”. As printed: 1,181,500. View filing ↗
- Section 01, Padmanabh Chivukula. DEF 14A, filed 2026-04-24. Section “Summary Compensation Table”. As printed: 862,000. View filing ↗
- Section 01, Lance Kurata. DEF 14A, filed 2026-04-24. Section “Summary Compensation Table”. As printed: 830,000. View filing ↗
- Section 01, Joe Roberts. DEF 14A, filed 2026-04-24. Section “Summary Compensation Table”. As printed: 273,580. View filing ↗
- Section 03, Padmanabh Chivukula OPTION. DEF 14A, filed 2026-04-24. Section “2025 GRANTS OF PLAN-BASED AWARDS” · grants of plan-based awards table. View filing ↗
- Section 03, Joseph Payne OPTION. DEF 14A, filed 2026-04-24. Section “2025 GRANTS OF PLAN-BASED AWARDS” · grants of plan-based awards table. View filing ↗
- Section 03, Lance Kurata OPTION. DEF 14A, filed 2026-04-24. Section “2025 GRANTS OF PLAN-BASED AWARDS” · grants of plan-based awards table. View filing ↗
- Section 03, Joe Roberts OPTION. DEF 14A, filed 2026-04-24. Section “2025 GRANTS OF PLAN-BASED AWARDS” · grants of plan-based awards table. View filing ↗
- Section 07, pay ratio. DEF 14A, filed 2026-04-24. Section “CEO Pay Ratio”. As printed: 8.1 : 1. View filing ↗
- Section 08, James Barlow. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 234,000. View filing ↗
- Section 08, Moncef Slaoui. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 234,000. View filing ↗
- Section 08, Edward W. Holmes. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 224,000. View filing ↗
- Section 08, Magda Marquet. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 224,000. View filing ↗
- Section 08, Peter Farrell. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 221,500. View filing ↗
- Section 08, Jing L. Marantz. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 219,000. View filing ↗
- Section 08, John H. Markels. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 219,000. View filing ↗
- Section 08, Joseph E. Payne. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 0. View filing ↗
- Section 02, Dennis Mulroy 2026-05-01. Form 4, filed 2026-05-07. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, Jing L. Marantz 2026-06-05. Form 4, filed 2026-06-15. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, John H. Markels 2026-06-05. Form 4, filed 2026-06-15. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, Peter Farrell 2026-06-05. Form 4, filed 2026-06-15. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, James Barlow 2026-06-05. Form 4, filed 2026-06-15. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, Edward W. Holmes 2026-06-05. Form 4, filed 2026-06-15. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, Magda Marquet 2026-06-05. Form 4, filed 2026-06-15. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, Moncef Slaoui 2026-06-05. Form 4, filed 2026-06-15. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 06, 2026 vote. Form 8-K, filed 2026-06-05. Item 5.07 · say-on-pay result. As reported: 97.9% (votes for as printed: 15,254,240). View filing ↗
- Section 06, 2025 vote. Form 8-K, filed 2025-06-06. Item 5.07 · say-on-pay result. As reported: 96.93% (votes for as printed: 18,472,131). View filing ↗
- Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
- Section 03b vehicle mix (computed). Computed. RSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).
- Section 09b board cost (computed). Computed. Cash 651,500 + equity 0 + all other 0 = 651,500, summed across the director compensation table rows.
- PTC, Section 10b CEO total. DEF 14A, filed 2025-12-23. CEO total compensation as printed in PTC's own proxy. As printed: 24,315,129. View filing ↗
- Insmed, Section 10b CEO total. DEF 14A, filed 2026-04-01. CEO total compensation as printed in Insmed's own proxy. As printed: 14,467,393. View filing ↗
- Novavax, Section 10b CEO total. DEF 14A, filed 2026-04-27. CEO total compensation as printed in Novavax's own proxy. As printed: 8,856,015. View filing ↗
- Vir Biotechnology, Section 10b CEO total. DEF 14A, filed 2026-04-16. CEO total compensation as printed in Vir Biotechnology's own proxy. As printed: 7,834,045. View filing ↗
- Acadia, Section 10b CEO total. DEF 14A, filed 2026-03-31. CEO total compensation as printed in Acadia's own proxy. As printed: 6,922,230. View filing ↗
- Arcturus Therapeutics Holdings (subject), Section 10b CEO total. DEF 14A, filed 2026-04-24. CEO total compensation as printed in Arcturus Therapeutics Holdings's own proxy. As printed: 1,691,000. View filing ↗