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Companies Neurogene Inc.

Neurogene (NGNE): executive pay, fiscal 2025

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CEO total pay$3,209,553CEO Rachel McMinn · source
Say-on-pay support99.64%Latest vote · source
CEO pay ratio30:1To the median employee · source

CEO pay, last three years

  • $1,080,629FY2023
  • $3,464,815FY2024
  • $3,209,553FY2025

CEO total pay was $3,209,553 in fiscal 2025, down from $3,464,815 in fiscal 2024.

FY2025: salary $618,800 · bonus $371,280 · stock awards $385,746 · option awards $1,826,570

Executives and directors

Frequently asked questions

Who was the highest-paid executive at Neurogene Inc. in fiscal 2025?
As disclosed, Rachel McMinn (Founder and Chief Executive Officer) was the highest-paid executive at Neurogene Inc. in fiscal 2025, with total compensation of $3,209,553.
What is Neurogene Inc.'s CEO-to-median employee pay ratio?
As disclosed, Neurogene Inc.'s CEO-to-median employee pay ratio was 30:1.
How did shareholders vote on Neurogene Inc.'s executive compensation?
As disclosed, 99.64% of shareholders supported Neurogene Inc.'s executive compensation in the latest say-on-pay vote.
How much does Neurogene Inc. spend in total on board compensation for fiscal 2025?
As disclosed, Neurogene Inc. reported total board compensation of $270,000 for fiscal 2025.

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 officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Rachel McMinn$618,800$371,280$385,746$1,826,570$0$0$7,157$3,209,553
Founder and Chief Executive Officer
Christine Mikail556,000305,800327,6421,552,7540012,2622,754,458
President and Chief Financial Officer
Julie Jordan496,800198,720135,576640,392008191,472,307
Chief Medical 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
Rachel McMinn$3,209,553$3,464,815$1,080,629↓ −255,262
Christine Mikail2,754,4583,362,1741,132,484↓ −607,716
Julie Jordan1,472,3072,460,036—↓ −987,729

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 reflects a variable pay-for-performance philosophy, utilizing performance measures to align executive compensation with Company performance and incentivizing long-term performance.

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

Grants of plan-based awards — fiscal year 2025

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Julie JordanRSU2025-03-26——8,400—$173,040
Rachel McMinnRSU2025-03-26——23,900—492,340
Christine MikailRSU2025-03-26——20,300—418,180

Vehicle mix — grant-date fair value by award type

Named executive officerTime-vested (RSU)Performance-vested (PSU)Options / SARs% performance-vested
Julie Jordan$173,040$0$00.0%
Rachel McMinn492,340000.0%
Christine Mikail418,180000.0%

% 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

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Julie JordanRSU8,400—$173,040
Rachel McMinnOption11,81220.22—
Christine MikailOption11,81318.39—
Christine MikailRSU20,300—418,180
Christine MikailRSU21,269—438,141
Rachel McMinnRSU23,900—492,340
Christine MikailOption30,32036.06—
Julie JordanOption39,06332.3—
Christine MikailRSU50,000—1,030,000
Julie JordanOption50,30016.14—
Rachel McMinnOption52,47136.06—
Rachel McMinnRSU76,062—1,566,877
Christine MikailOption122,00016.14—
Rachel McMinnOption143,50016.14—
Director compensation
DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Rohan PalekarIndependent · Audit Committee · Compensation Committee (Chair)$60,000$0$184,484—$0$244,484
Robert BaffiIndependent · Compensation Committee · Nominating and Corporate Governance Committee (Chair)56,0000184,484—0240,484
Cory FreedlandNot independent · Audit Committee (Chair)55,0000184,484—0239,484
Keith WoodsIndependent · Audit Committee · Nominating and Corporate Governance Committee53,0000184,484—0237,484
Sarah B. NoonbergIndependent · Compensation Committee46,0000184,484—0230,484
Rachel McMinnEmployee director · Board Chair—————0

Board fee structure and ownership guideline

Annual cash retainer$40,000
Annual equity retainer$184,484
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)15,000 / 12,000 / 10,000
Stock ownership guideline—

Total cost of the board

ComponentFY2025
Cash retainers and fees$270,000
Equity awards (grant-date value)$0
All other compensation$0
Total cost of the board$270,000

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

Peer group, and who names Neurogene as a peer

Companies that benchmark against NGNE

2 companies name NGNE as a compensation peer

The list of companies that name NGNE as a peer is temporarily unavailable — recheck shortly.

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
1Neurogene Inc.2025Rachel McMinn$618,800$385,746$1,826,570$0$3,209,553

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
20262026-06-039,991,44536,39461,63199.64%Passed
20252025-04-167,721,8663,174,484104,44870.87%Passed
20242024-06-149,092,990482,0235,87894.91%Passed
20232023-06-0813,514,7246,833,84687,73966.42%Passed
20222022-05-1222,484,5861,701,77925,97192.96%Passed
20212021-05-1335,966,0531,004,73644,85497.28%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
20262026-06-0399.64%a
20252025-04-1670.87%b
20242024-06-1494.91%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 — “Abstentions will have the same effect as a vote "AGAINST" the matter.”.

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)30 : 1
CEO total compensation—
Median employee compensation—
Insider trades since the proxy

No insider equity transactions reported since the proxy statement.

Sources (20 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, Rachel McMinn. DEF 14A, filed 2026-04-16. Section “Executive Compensation” · page 19. As printed: 3,209,553. View filing ↗
  • Section 01, Christine Mikail. DEF 14A, filed 2026-04-16. Section “Executive Compensation”. As printed: 2,754,458. View filing ↗
  • Section 01, Julie Jordan. DEF 14A, filed 2026-04-16. Section “Executive Compensation”. As printed: 1,472,307. View filing ↗
  • Section 03, Julie Jordan RSU. DEF 14A, filed 2026-04-16. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Rachel McMinn RSU. DEF 14A, filed 2026-04-16. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Christine Mikail RSU. DEF 14A, filed 2026-04-16. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 07, pay ratio. DEF 14A, filed 2022-03-31. Section “CEO Pay Ratio”. As printed: 30 : 1. View filing ↗
  • Section 08, Rohan Palekar. DEF 14A, filed 2026-04-16. Section “Director Compensation”. As printed: 244,484. View filing ↗
  • Section 08, Robert Baffi. DEF 14A, filed 2026-04-16. Section “Director Compensation”. As printed: 240,484. View filing ↗
  • Section 08, Cory Freedland. DEF 14A, filed 2026-04-16. Section “Director Compensation”. As printed: 239,484. View filing ↗
  • Section 08, Keith Woods. DEF 14A, filed 2026-04-16. Section “Director Compensation”. As printed: 237,484. View filing ↗
  • Section 08, Sarah B. Noonberg. DEF 14A, filed 2026-04-16. Section “Director Compensation”. As printed: 230,484. View filing ↗
  • Section 08, Rachel McMinn. DEF 14A, filed 2026-04-16. 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: 99.64% (votes for as printed: 9,991,445). View filing ↗
  • Section 06, 2025 vote. Form 8-K, filed 2025-06-12. Item 5.07 · say-on-pay result. As reported: 70.87% (votes for as printed: 7,721,866). View filing ↗
  • Section 06, 2024 vote. Form 8-K, filed 2024-06-17. Item 5.07 · say-on-pay result. As reported: 94.91% (votes for as printed: 9,092,990). 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 270,000 + equity 0 + all other 0 = 270,000, summed across the director compensation table rows.
  • Neurogene Inc. (subject), Section 10b CEO total. DEF 14A, filed 2026-04-16. CEO total compensation as printed in Neurogene Inc.'s own proxy. As printed: 3,209,553. View filing ↗
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