Companies Neurogene Inc.
Neurogene (NGNE): executive pay, fiscal 2025
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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
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 officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Rachel McMinn | $618,800 | $371,280 | $385,746 | $1,826,570 | $0 | $0 | $7,157 | $3,209,553 |
| Founder and Chief Executive Officer | ||||||||
| Christine Mikail | 556,000 | 305,800 | 327,642 | 1,552,754 | 0 | 0 | 12,262 | 2,754,458 |
| President and Chief Financial Officer | ||||||||
| Julie Jordan | 496,800 | 198,720 | 135,576 | 640,392 | 0 | 0 | 819 | 1,472,307 |
| 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 officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Rachel McMinn | $3,209,553 | $3,464,815 | $1,080,629 | ↓ −255,262 |
| Christine Mikail | 2,754,458 | 3,362,174 | 1,132,484 | ↓ −607,716 |
| Julie Jordan | 1,472,307 | 2,460,036 | — | ↓ −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 consultant | Aon |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | false |
Equity grants and outstanding awards
Grants of plan-based awards — fiscal year 2025
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Julie Jordan | RSU | 2025-03-26 | — | — | 8,400 | — | $173,040 |
| Rachel McMinn | RSU | 2025-03-26 | — | — | 23,900 | — | 492,340 |
| Christine Mikail | RSU | 2025-03-26 | — | — | 20,300 | — | 418,180 |
Vehicle mix — grant-date fair value by award type
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| Julie Jordan | $173,040 | $0 | $0 | 0.0% |
| Rachel McMinn | 492,340 | 0 | 0 | 0.0% |
| Christine Mikail | 418,180 | 0 | 0 | 0.0% |
% 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
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Julie Jordan | RSU | 8,400 | — | $173,040 |
| Rachel McMinn | Option | 11,812 | 20.22 | — |
| Christine Mikail | Option | 11,813 | 18.39 | — |
| Christine Mikail | RSU | 20,300 | — | 418,180 |
| Christine Mikail | RSU | 21,269 | — | 438,141 |
| Rachel McMinn | RSU | 23,900 | — | 492,340 |
| Christine Mikail | Option | 30,320 | 36.06 | — |
| Julie Jordan | Option | 39,063 | 32.3 | — |
| Christine Mikail | RSU | 50,000 | — | 1,030,000 |
| Julie Jordan | Option | 50,300 | 16.14 | — |
| Rachel McMinn | Option | 52,471 | 36.06 | — |
| Rachel McMinn | RSU | 76,062 | — | 1,566,877 |
| Christine Mikail | Option | 122,000 | 16.14 | — |
| Rachel McMinn | Option | 143,500 | 16.14 | — |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| 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) | 56,000 | 0 | 184,484 | — | 0 | 240,484 |
| Cory FreedlandNot independent · Audit Committee (Chair) | 55,000 | 0 | 184,484 | — | 0 | 239,484 |
| Keith WoodsIndependent · Audit Committee · Nominating and Corporate Governance Committee | 53,000 | 0 | 184,484 | — | 0 | 237,484 |
| Sarah B. NoonbergIndependent · Compensation Committee | 46,000 | 0 | 184,484 | — | 0 | 230,484 |
| 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
| Component | FY2025 |
|---|---|
| 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
- Editas Medicine, Inc.EDITFY2025
- Voyager Therapeutics, Inc.VYGRFY2025
Each company listed discloses NGNE 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 NGNE 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.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | Neurogene Inc. | 2025 | Rachel 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 year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-06-03 | 9,991,445 | 36,394 | 61,631 | 99.64% | Passed |
| 2025 | 2025-04-16 | 7,721,866 | 3,174,484 | 104,448 | 70.87% | Passed |
| 2024 | 2024-06-14 | 9,092,990 | 482,023 | 5,878 | 94.91% | Passed |
| 2023 | 2023-06-08 | 13,514,724 | 6,833,846 | 87,739 | 66.42% | Passed |
| 2022 | 2022-05-12 | 22,484,586 | 1,701,779 | 25,971 | 92.96% | Passed |
| 2021 | 2021-05-13 | 35,966,053 | 1,004,736 | 44,854 | 97.28% | 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 year | Meeting date | Approval — company’s computation |
|---|---|---|
| 2026 | 2026-06-03 | 99.64%a |
| 2025 | 2025-04-16 | 70.87%b |
| 2024 | 2024-06-14 | 94.91%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 ↗