CEO Robert Hariri was paid $848,959 in fiscal year 2024, ↓ down 31.2% from fiscal year 2023 (SEC filing 0001493152-25-021208 ↗): executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.
$848,959 ↓ Robert Hariri total, FY2024 | — CEO pay percentile vs peers | — CEO-to-median pay ratio | — Say-on-pay support, latest vote |
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CELU's next annual pay disclosure, estimated November 7, 2026.est. Filing ↗
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Robert Hariri | $179,140 | $0 | $0 | $634,563 | $0 | $0 | $35,256 | $848,959 |
| Chief Executive Officer | ||||||||
| John Haines | 434,375 | 0 | 0 | 46,658 | 0 | 0 | 35,973 | 517,006 |
| Senior Executive Vice President, Chief Administrative Officer and Corporate Secretary | ||||||||
| David Beers | 369,219 | 0 | 0 | 39,660 | 0 | 0 | 36,162 | 445,041 |
| Chief Financial Officer(4) | ||||||||
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.
| Named executive officer | FY2024 total | FY2023 total | FY2022 total | Δ FY2023→2024 |
|---|---|---|---|---|
| Robert Hariri | $848,959 | $1,234,342 | — | ↓ −385,383 |
| John Haines | 517,006 | 815,815 | — | ↓ −298,809 |
| David Beers | 445,041 | 635,554 | — | ↓ −190,513 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
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Each company listed discloses CELU 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 CELU in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
No insider equity transactions reported since the proxy statement.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| John Haines | RSU | 3,282 | — | $6,827 |
| John Haines | Option | 6,414 | 101.6 | — |
| Robert Hariri | RSU | 6,562 | — | 13,649 |
| Robert Hariri | Option | 19,621 | 102.3 | — |
| John Haines | Option | 2,807 | 102.3 | — |
| John Haines | RSU | 20,000 | — | 41,600 |
| David Beers | Option | 4,009 | 101.6 | — |
| David Beers | RSU | 12,500 | — | 26,000 |
| David Beers | RSU | 2,051 | — | 4,266 |
| Robert Hariri | Option | 12,828 | 101.6 | — |
| David Beers | Option | 1,123 | 102.3 | — |
The company designs compensation programs to attract, retain, incentivize, and reward deeply talented executives who share the company's philosophy, aiming to promote company success and align executive incentives with the long-term interests of stockholders.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2025 | 2025-12-19 | — | — | — | — | — |
| 2024 | 2024-12-19 | — | — | — | — | — |
| 2023 | 2023-06-14 | — | — | — | — | — |
| 2022 | 2022-07-13 | — | — | — | — | — |
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.
| Meeting year | Meeting date | Approval — company's computation |
|---|---|---|
| 2025 | 2025-12-19 | —a |
| 2024 | 2024-12-19 | —b |
| 2023 | 2023-06-14 | —c |
a. Voting standard not stated in the filing.
b. Voting standard not stated in the filing.
c. 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.
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Richard J. BermanIndependent · Audit · Departed during FY | $20,833 | $150,001 | $452,365 | — | $0 | $623,199 |
| Dean C. KehlerIndependent · Audit · Compensation · Departed during FY | 70,500 | 150,001 | 150,000 | — | 0 | 370,501 |
| Diane ParksIndependent · Audit · Compensation (Chair) | 65,000 | 150,001 | 150,000 | — | 0 | 365,001 |
| Peter H. Diamandis, M.DIndependent · Audit · Compensation · Nominating and Corporate Governance (Chair) | 53,000 | 150,001 | 150,000 | — | 0 | 353,001 |
| Geoffrey Ling, M.DIndependent · Audit · Nominating and Corporate Governance | 48,750 | 150,001 | 150,000 | — | 0 | 348,751 |
| Marc MazurIndependent · Audit · Compensation · Departed during FY | 41,417 | 0 | 0 | — | 0 | 41,417 |
| Robert J. Hariri, M.D., Ph.DEmployee director · Board Chair | — | — | — | — | — | 0 |
| Vincent LeVienIndependent · Audit (Chair) · Nominating and Corporate Governance · Newly elected | — | — | — | — | — | — |
| Annual cash retainer | $45,000 |
|---|---|
| Annual equity retainer | $300,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 20,000 / 16,000 / 10,000 |
| Stock ownership guideline | — |
| Component | FY2024 |
|---|---|
| Cash retainers and fees | $299,500 |
| Equity awards (grant-date value) | $750,005 |
| All other compensation | $0 |
| Total cost of the board | $1,049,505 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
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 | Celularity | 2024 | Robert Hariri | $179,140 | $0 | $634,563 | $0 | $848,959 |
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.
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.
Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.
| # | Supports | Document | Filed | Accession | Location in document |
|---|---|---|---|---|---|
| 1 | Section 01, Robert Hariri | DEF 14A | 2025-11-07 | 0001493152-25-021208 | Section “Executive Compensation”. As printed: 848,959. Filing ↗machine: r1 · c31 · span 348346–348353 |
| 2 | Section 01, John Haines | DEF 14A | 2025-11-07 | 0001493152-25-021208 | Section “Executive Compensation”. As printed: 517,006. Filing ↗machine: r4 · c31 · span 352122–352129 |
| 3 | Section 01, David Beers | DEF 14A | 2025-11-07 | 0001493152-25-021208 | Section “Executive Compensation”. As printed: 445,041. Filing ↗machine: r7 · c31 · span 355951–355958 |
| 4 | Section 08, Richard J. Berman | DEF 14A | 2025-11-07 | 0001493152-25-021208 | Section “Director Compensation”. As printed: 623,199. Filing ↗machine: span 230833–230840 |
| 5 | Section 08, Dean C. Kehler | DEF 14A | 2025-11-07 | 0001493152-25-021208 | Section “Director Compensation”. As printed: 370,501. Filing ↗machine: span 231671–231678 |
| 6 | Section 08, Diane Parks | DEF 14A | 2025-11-07 | 0001493152-25-021208 | Section “Director Compensation”. As printed: 365,001. Filing ↗machine: span 234117–234124 |
| 7 | Section 08, Peter H. Diamandis, M.D | DEF 14A | 2025-11-07 | 0001493152-25-021208 | Section “Director Compensation”. As printed: 353,001. Filing ↗machine: span 229992–229999 |
| 8 | Section 08, Geoffrey Ling, M.D | DEF 14A | 2025-11-07 | 0001493152-25-021208 | Section “Director Compensation”. As printed: 348,751. Filing ↗machine: span 233296–233303 |
| 9 | Section 08, Marc Mazur | DEF 14A | 2025-11-07 | 0001493152-25-021208 | Section “Director Compensation”. As printed: 41,417. Filing ↗machine: span 232457–232463 |
| 10 | Section 08, Robert J. Hariri, M.D., Ph.D | DEF 14A | 2025-11-07 | 0001493152-25-021208 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 11 | Section 08, Vincent LeVien | DEF 14A | 2025-11-07 | 0001493152-25-021208 | Section “Director Compensation”. As printed: —. Filing ↗ |
| 12 | Section 06, 2025 vote | Form 8-K | 2025-12-19 | 0001493152-25-028560 | Item 5.07 · say-on-pay result. As reported: —. Filing ↗ |
| 13 | Section 06, 2024 vote | Form 8-K | 2024-12-20 | 0001493152-24-050885 | Item 5.07 · say-on-pay result. As reported: —. Filing ↗ |
| 14 | Section 06, 2023 vote | Form 8-K | 2023-06-16 | 0000950170-23-028627 | Item 5.07 · say-on-pay result. As reported: —. Filing ↗ |
| 15 | Section 01 trend, Δ column (computed) | Computed | — | — | Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1) |
| 16 | Section 09b board cost (computed) | Computed | — | — | Cash 299,500 + equity 750,005 + all other 0 = 1,049,505, summed across the director compensation table rows.machine: formula: Σ = 1,049,505 |
| 17 | Celularity (subject), Section 10b CEO total | DEF 14A | 2025-11-07 | 0001493152-25-021208 | CEO total compensation as printed in Celularity's own proxy. As printed: 848,959. Filing ↗machine: r1 · c31 · span 348346–348353 |
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