Companies Minerva Neurosciences, Inc.
Minerva Neurosciences (NERV): executive pay, fiscal 2025
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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 officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Remy Luthringer | $675,027 | $482,644 | $0 | $8,190,000 | $0 | $0 | $6,513 | $9,354,184 |
| Chief Executive Officer | ||||||||
| Geoffrey Race | 511,699 | 307,019 | 0 | 5,460,000 | 0 | 0 | 3,331 | 6,282,049 |
| Former President | ||||||||
| Frederick Ahlholm | 467,494 | 168,298 | 0 | 1,820,000 | 0 | 0 | 13,419 | 2,469,211 |
| 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 officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Remy Luthringer | $9,354,184 | $1,209,984 | $1,835,160 | ↑ +8,144,200 |
| Geoffrey Race | 6,282,049 | 919,730 | 1,399,041 | ↑ +5,362,319 |
| Frederick Ahlholm | 2,469,211 | 754,156 | 965,120 | ↑ +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 consultant | Radford |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
Equity grants and outstanding awards
No plan-based awards are on file for this fiscal year.
Outstanding equity awards at fiscal year-end 2025
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Frederick Ahlholm | Option | 1,406 | 6.33 | — |
| Geoffrey Race | Option | 1,562 | 6.33 | — |
| Luthringer | Option | 3,945 | 6.33 | — |
| Frederick Ahlholm | Option | 6,500 | 3.11 | — |
| Geoffrey Race | Option | 9,500 | 3.11 | — |
| Luthringer | Option | 11,250 | 3.11 | — |
| Frederick Ahlholm | PSU | 19,843 | — | 79,769 |
| Frederick Ahlholm | Option | 21,425 | 6.41 | — |
| Frederick Ahlholm | Option | 35,625 | 2.12 | — |
| Geoffrey Race | Option | 43,525 | 6.41 | — |
| Geoffrey Race | PSU | 46,987 | — | 188,888 |
| Luthringer | Option | 50,225 | 6.41 | — |
| Geoffrey Race | Option | 71,250 | 2.12 | — |
| Luthringer | Option | 78,750 | 2.12 | — |
| Luthringer | PSU | 88,076 | — | 354,066 |
| Frederick Ahlholm | Option | 500,000 | 3.98 | — |
| Geoffrey Race | Option | 1,500,000 | 3.98 | — |
| Luthringer | Option | 2,250,000 | 3.98 | — |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| 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 | — | 0 | 259,500 |
| Hans Peter HaslerIndependent · Audit · Compensation · Nominating and Corporate Governance | 60,000 | — | 175,000 | — | 0 | 235,000 |
| Jan van HeekIndependent · Audit | 58,000 | — | 175,000 | — | 0 | 233,000 |
| Dr. Fouzia Laghrissi-ThodeIndependent · Compensation | 52,250 | — | 175,000 | — | 0 | 227,250 |
| 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
| Component | FY2025 |
|---|---|
| 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.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | Minerva Neurosciences, Inc. | 2025 | Remy 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 year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-06-03 | 27,183,828 | 3,196,678 | 12,783 | 89.48% | Passed |
| 2025 | 2025-12-22 | 3,637,436 | 26,533 | 22,828 | 99.28% | Passed |
| 2024 | 2024-12-05 | 3,631,040 | 101,614 | 4,808 | 97.15% | Passed |
| 2023 | 2023-09-27 | 3,738,851 | 71,469 | 53,727 | 96.76% | Passed |
| 2022 | 2022-06-10 | 17,384,968 | 890,671 | 43,527 | 95.13% | Passed |
| 2021 | 2021-06-11 | 28,131,268 | 281,987 | 30,054 | 99.01% | 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 year | Meeting date | Approval — company’s computation |
|---|---|---|
| 2026 | 2026-06-03 | 89.48%a |
| 2025 | 2025-12-22 | 99.28%b |
| 2024 | 2024-12-05 | 97.15%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 ↗