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Companies XBiotech Inc.

XBiotech (XBIT): executive pay, fiscal 2025

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CEO total pay$570,992CEO Sushma Shivaswamy · source
Say-on-pay support88.59%Latest vote · source
CEO pay ratio55:1To the median employee · source

CEO pay, last three years

  • $720,499FY2023
  • $657,572FY2024
  • $570,992FY2025

CEO total pay was $570,992 in fiscal 2025, down from $657,572 in fiscal 2024.

FY2025: salary $468,557 · bonus $90,000 · stock awards $0 · option awards $0

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Full detail

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Summary compensation table
Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
John Simard$1,250,000$8,530,442—$3,000,000——$17,353,762$30,134,204
Former President & Chief Executive Officer
Sushma Shivaswamy468,55790,000000012,436570,992
Interim Chief Executive Officer & Chief Scientific 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
John Simard$30,134,204$6,245,581$5,556,481↑ +23,888,623
Sushma Shivaswamy570,992657,572720,499↓ −86,580

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

The Company's executive compensation program is designed to attract and retain key executives critical to the Company's success and to align the financial interests of executive officers with those of shareholders. The program seeks to motivate and reward executives by ensuring that a significant portion of compensation opportunities is directly related to the achievement of financial and operational goals that impact shareholder value.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultant—
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
HuOption5,0005.26—
HuOption10,00010.36—
HuOption10,00012.64—
Sushma ShivaswamyOption15,0005.26—
HuOption30,0003.84—
John SimardOption48,1259.45—
Sushma ShivaswamyOption50,0004.24—
John SimardOption61,5164.24—
Sushma ShivaswamyOption100,0003.84—
Sushma ShivaswamyOption100,00010.36—
Sushma ShivaswamyOption100,00012.67—
John SimardOption110,7404.44—
Sushma ShivaswamyOption150,0004.13—
John SimardOption150,0007.45—
John SimardOption500,00011.12—
John SimardOption1,026,2283.52—
Director compensation
DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Craig RademakerIndependent · Newly elected$73,260—$163,156——$236,417
Thomas KündigIndependent · Newly elected62,795—140,147——202,942
Tevi TroyIndependent33,973—99,200—0133,173
Jan-Paul WaldinIndependent · Not standing for re-election · Departed during FY105,644—23,976—0129,620
David SofferIndependent30,575—90,343——120,919
Peter LibbyIndependent · Not standing for re-election · Departed during FY85,836—23,976—0109,812
Tak MakIndependent · Not standing for re-election · Departed during FY46,219—23,976—070,195
W.Thorpe McKenzieIndependent · Not standing for re-election · Departed during FY32,986—0—032,986
John SimardIndependent · Board Chair——————

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)—
Stock ownership guideline—

Total cost of the board

ComponentFY2025
Cash retainers and fees$471,288
Equity awards (grant-date value)$0
All other compensation$0
Total cost of the board$471,288

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

Peer group, and who names XBiotech as a peer

Companies that benchmark against XBIT

1 company names XBIT as a compensation peer

Each company listed discloses XBIT 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 XBIT in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.

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
1XBiotech Inc.2025Sushma Shivaswamy$468,557$0$0$0$570,992

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
20252025-08-2911,336,5001,460,49868,13488.59%Passed
20192019-06-19—————

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
20252025-08-2988.59%a
20192019-06-19—b

a. Voting standard not stated in the filing.

b. Voting standard not stated in the filing.

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)55 : 1
CEO total compensation—
Median employee compensation$100,548
Insider trades since the proxy

No insider equity transactions reported since the proxy statement.

Sources (17 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, John Simard. DEF 14A, filed 2026-10-02. Section “Executive Compensation”. As printed: 30,134,204. View filing ↗
  • Section 01, Sushma Shivaswamy. DEF 14A, filed 2026-10-02. Section “Executive Compensation”. As printed: 570,992. View filing ↗
  • Section 07, pay ratio. DEF 14A, filed 2024-05-01. Section “CEO Pay Ratio”. As printed: 55 : 1. View filing ↗
  • Section 08, Craig Rademaker. DEF 14A, filed 2026-10-02. Section “Director Compensation”. As printed: 236,417. View filing ↗
  • Section 08, Thomas Kündig. DEF 14A, filed 2026-10-02. Section “Director Compensation”. As printed: 202,942. View filing ↗
  • Section 08, Tevi Troy. DEF 14A, filed 2026-10-02. Section “Director Compensation”. As printed: 133,173. View filing ↗
  • Section 08, Jan-Paul Waldin. DEF 14A, filed 2026-10-02. Section “Director Compensation”. As printed: 129,620. View filing ↗
  • Section 08, David Soffer. DEF 14A, filed 2026-10-02. Section “Director Compensation”. As printed: 120,919. View filing ↗
  • Section 08, Peter Libby. DEF 14A, filed 2026-10-02. Section “Director Compensation”. As printed: 109,812. View filing ↗
  • Section 08, Tak Mak. DEF 14A, filed 2026-10-02. Section “Director Compensation”. As printed: 70,195. View filing ↗
  • Section 08, W.Thorpe McKenzie. DEF 14A, filed 2026-10-02. Section “Director Compensation”. As printed: 32,986. View filing ↗
  • Section 08, John Simard. DEF 14A, filed 2026-10-02. Section “Director Compensation”. As printed: —. View filing ↗
  • Section 06, 2025 vote. Form 8-K, filed 2025-09-02. Item 5.07 · say-on-pay result. As reported: 88.59% (votes for as printed: 11,336,500). View filing ↗
  • Section 06, 2019 vote. Form 8-K, filed 2019-06-20. Item 5.07 · say-on-pay result. As reported: —. 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 471,288 + equity 0 + all other 0 = 471,288, summed across the director compensation table rows.
  • XBiotech Inc. (subject), Section 10b CEO total. DEF 14A, filed 2026-10-02. CEO total compensation as printed in XBiotech Inc.'s own proxy. As printed: 570,992. View filing ↗
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