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Companies Minerva Neurosciences, Inc.

Minerva Neurosciences (NERV): executive pay, fiscal 2025

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CEO total pay$9,354,184CEO Remy Luthringer · source
Say-on-pay support89.48%Latest vote · source

CEO pay, last three years

  • $1,835,160FY2023
  • $1,209,984FY2024
  • $9,354,184FY2025

CEO total pay was $9,354,184 in fiscal 2025, up from $1,209,984 in fiscal 2024.

FY2025: salary $675,027 · bonus $482,644 · stock awards $0 · option awards $8,190,000

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Executives and directors

Full detail

Every table from the filing. Open any section.

Summary compensation table
Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Remy Luthringer$675,027$482,644$0$8,190,000$0$0$6,513$9,354,184
Chief Executive Officer
Geoffrey Race511,699307,01905,460,000003,3316,282,049
Former President
Frederick Ahlholm467,494168,29801,820,0000013,4192,469,211
Chief Financial Officer

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 officerFY2025 totalFY2024 totalFY2023 totalΔ FY2024→2025
Remy Luthringer$9,354,184$1,209,984$1,835,160↑ +8,144,200
Geoffrey Race6,282,049919,7301,399,041↑ +5,362,319
Frederick Ahlholm2,469,211754,156965,120↑ +1,715,055

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

The Company's compensation program is designed to attract and retain talented and experienced executives, whose knowledge, skills and performance are critical to our success, and to motivate these executive officers to achieve our business objectives and lead us in a competitive environment. Compensation is focused on pay-for-performance principles and strongly aligned with stockholders' interests.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultantRadford
Clawback policytrue
Anti-hedgingtrue
Anti-pledgingtrue
Equity grants and outstanding awards

No plan-based awards are on file for this fiscal year.

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Frederick AhlholmOption1,4066.33—
Geoffrey RaceOption1,5626.33—
LuthringerOption3,9456.33—
Frederick AhlholmOption6,5003.11—
Geoffrey RaceOption9,5003.11—
LuthringerOption11,2503.11—
Frederick AhlholmPSU19,843—79,769
Frederick AhlholmOption21,4256.41—
Frederick AhlholmOption35,6252.12—
Geoffrey RaceOption43,5256.41—
Geoffrey RacePSU46,987—188,888
LuthringerOption50,2256.41—
Geoffrey RaceOption71,2502.12—
LuthringerOption78,7502.12—
LuthringerPSU88,076—354,066
Frederick AhlholmOption500,0003.98—
Geoffrey RaceOption1,500,0003.98—
LuthringerOption2,250,0003.98—
Director compensation
DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Dr. Inderjit KaulIndependent · Newly elected$5,000—$1,343,640—$5,400$1,354,040
Dr. David KupferIndependent · Lead Independent Director · Audit · Compensation · Nominating and Corporate Governance (Chair)84,500—175,000—0259,500
Hans Peter HaslerIndependent · Audit · Compensation · Nominating and Corporate Governance60,000—175,000—0235,000
Jan van HeekIndependent · Audit58,000—175,000—0233,000
Dr. Fouzia Laghrissi-ThodeIndependent · Compensation52,250—175,000—0227,250
Dr. Remy LuthringerEmployee director · Board Chair—————0

Board fee structure and ownership guideline

Annual cash retainer$40,000
Annual equity retainer—
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)18,000 / 12,250 / 10,000
Stock ownership guideline—

Total cost of the board

ComponentFY2025
Cash retainers and fees$259,750
Equity awards (grant-date value)$0
All other compensation$5,400
Total cost of the board$265,150

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

Peer group, and who names Minerva Neurosciences as a peer

Companies that benchmark against NERV

No companies currently name NERV as a compensation peer in their most recent disclosure.

This is the complete answer, not a partial one — the list is never padded.

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.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1Minerva Neurosciences, Inc.2025Remy Luthringer$675,027$0$8,190,000$0$9,354,184

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.

Say-on-pay history and pay ratio
Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20262026-06-0327,183,8283,196,67812,78389.48%Passed
20252025-12-223,637,43626,53322,82899.28%Passed
20242024-12-053,631,040101,6144,80897.15%Passed
20232023-09-273,738,85171,46953,72796.76%Passed
20222022-06-1017,384,968890,67143,52795.13%Passed
20212021-06-1128,131,268281,98730,05499.01%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 yearMeeting dateApproval — company’s computation
20262026-06-0389.48%a
20252025-12-2299.28%b
20242024-12-0597.15%c

a. Voting standard not stated in the filing.

b. Voting standard not stated in the filing.

c. Approved under the standard stated in the filing — “" FOR " votes from the holders of shares representing a majority of the voting power of the shares of common stock of the Company, either present virtually at the meeting or represented by proxy, and entitled to vote on the matter. | Abstentions: No effect”.

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.

Insider trades since the proxy

No insider equity transactions reported since the proxy statement.

Sources (15 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, Remy Luthringer. DEF 14A, filed 2026-04-23. Section “Summary Compensation Table”. As printed: 9,354,184. View filing ↗
  • Section 01, Geoffrey Race. DEF 14A, filed 2026-04-23. Section “Summary Compensation Table”. As printed: 6,282,049. View filing ↗
  • Section 01, Frederick Ahlholm. DEF 14A, filed 2026-04-23. Section “Summary Compensation Table”. As printed: 2,469,211. View filing ↗
  • Section 08, Dr. Inderjit Kaul. DEF 14A, filed 2026-04-23. Section “Director Compensation”. As printed: 1,354,040. View filing ↗
  • Section 08, Dr. David Kupfer. DEF 14A, filed 2026-04-23. Section “Director Compensation”. As printed: 259,500. View filing ↗
  • Section 08, Hans Peter Hasler. DEF 14A, filed 2026-04-23. Section “Director Compensation”. As printed: 235,000. View filing ↗
  • Section 08, Jan van Heek. DEF 14A, filed 2026-04-23. Section “Director Compensation”. As printed: 233,000. View filing ↗
  • Section 08, Dr. Fouzia Laghrissi-Thode. DEF 14A, filed 2026-04-23. Section “Director Compensation”. As printed: 227,250. View filing ↗
  • Section 08, Dr. Remy Luthringer. DEF 14A, filed 2026-04-23. Section “Director Compensation”. As printed: 0. View filing ↗
  • Section 06, 2026 vote. Form 8-K, filed 2026-06-04. Item 5.07 · say-on-pay result. As reported: 89.48% (votes for as printed: 27,183,828). View filing ↗
  • Section 06, 2025 vote. Form 8-K, filed 2025-12-22. Item 5.07 · say-on-pay result. As reported: 99.28% (votes for as printed: 3,637,436). View filing ↗
  • Section 06, 2024 vote. Form 8-K, filed 2024-12-05. Item 5.07 · say-on-pay result. As reported: 97.15% (votes for as printed: 3,631,040). View filing ↗
  • Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
  • Section 09b board cost (computed). Computed. Cash 259,750 + equity 0 + all other 5,400 = 265,150, summed across the director compensation table rows.
  • Minerva Neurosciences, Inc. (subject), Section 10b CEO total. DEF 14A, filed 2026-04-23. CEO total compensation as printed in Minerva Neurosciences, Inc.'s own proxy. As printed: 9,354,184. View filing ↗
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