Fiscal year 2025 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.
Each company listed discloses SPRY 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 SPRY in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Richard Lowenthal | $700,000 | — | — | $6,176,110 | $315,000 | — | $2,465,290 | $9,656,400 |
| President and Chief Executive Officer | ||||||||
| Sarina Tanimoto | 540,000 | — | — | 2,107,247 | 178,200 | — | 2,465,024 | 5,290,471 |
| Chief Medical Officer | ||||||||
| Justin Chakma | 497,000 | — | — | 2,205,409 | 164,000 | — | 21,700 | 2,888,109 |
| Chief Business 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.
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Richard Lowenthal | $9,656,400 | $9,656,400 | — | +0 |
| Sarina Tanimoto | 5,290,471 | 5,290,471 | — | +0 |
| Justin Chakma | 2,888,109 | — | — | — |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
No insider equity transactions reported since the proxy statement.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Sarina Tanimoto | Option | 94,792 | 8.42 | — |
| Sarina Tanimoto | Option | 156,250 | 5.58 | — |
| Sarina Tanimoto | Option | 201,882 | 10.71 | — |
| Justin Chakma | Option | 44,688 | 8.42 | — |
| Justin Chakma | Option | 182,292 | 5.58 | — |
| Justin Chakma | Option | 211,286 | 10.71 | — |
The Company seeks to attract, reward, and retain NEOs with competitive compensation packages that directly align pay with performance, emphasizing a majority of variable, at-risk compensation linked to pre-set, objective company goals and stock price appreciation.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Aon |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-06-24 | 57,290,450 | 8,104,466 | 622,869 | 87.61% | 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.
| Meeting year | Meeting date | Approval — company's computation |
|---|---|---|
| 2026 | 2026-06-24 | 87.61%a |
a. 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 |
|---|---|---|---|---|---|---|
| Phillip SchneiderIndependent · Audit (Chair) · Governance | $72,500 | — | — | — | $0 | $440,459 |
| Brenton L. SaundersIndependent | 67,500 | — | — | — | 0 | 435,459 |
| Michael KellyIndependent · Audit | 67,500 | — | — | — | 0 | 435,459 |
| Peter KolchinskyIndependent · Governance (Chair) | 62,500 | — | — | — | 0 | 430,459 |
| Rajeev DadooIndependent · Audit | 57,500 | — | — | — | 0 | 425,459 |
| Peter A ThompsonIndependent · Compensation | 55,000 | — | — | — | 0 | 422,959 |
| Laura ShawverIndependent · Compensation | 49,792 | — | — | — | 0 | 417,751 |
| Pratik ShahIndependent | 81,250 | — | — | — | 240,000 | 9 |
| Annual cash retainer | $50,000 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 20,000 / 15,000 / 15,000 |
| Stock ownership guideline | — |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $513,542 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $240,000 |
| Total cost of the board | $753,542 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.
Of the companies ARS Pharmaceuticals names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.
Reciprocity shown where the peer's own current proxy has been read — each mark is cited in the register to that peer's filing. A dash means the peer's current proxy was read and names no reciprocal group including ARS Pharmaceuticals.
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 | Cogent Biosciences, Inc. | 2025 | Andrew Robbins | $724,554 | $12,993,250 | $13,447,680 | $561,600 | $27,762,684 |
| 2 | TG Therapeutics, Inc. | 2025 | Michael Weiss | 875,000 | 23,550,000 | 0 | 1,146,250 | 25,571,250 |
| 3 | Protagonist Therapeutics, Inc. | 2025 | Dinesh Patel | 715,500 | 5,839,204 | 5,618,010 | 686,880 | 12,871,506 |
| 4 | Mirum Pharmaceuticals, Inc. | 2025 | Christopher Peetz | 755,000 | 3,683,904 | 4,931,320 | 1,057,000 | 10,441,224 |
| 5 | Geron Corporation | 2025 | Harout Semerjian | 261,667 | 0 | 9,695,400 | 203,000 | 10,221,755 |
| 6 | Revance Therapeutics, Inc. | 2023 | Mark Foley | 720,000 | 8,810,731 | 0 | 522,720 | 10,068,915 |
| 7 | ARS Pharmaceuticals | 2025 | Richard Lowenthal | 700,000 | — | 6,176,110 | 315,000 | 9,656,400 |
| 8 | Liquidia Corporation | 2025 | Roger Jeffs | 824,000 | 5,590,992 | 0 | 1,254,400 | 7,712,736 |
| 9 | Arcutis Biotherapeutics, Inc. | 2025 | Todd Franklin Watanabe | 713,333 | 2,067,190 | 3,848,958 | 579,584 | 7,223,065 |
| 10 | Syndax Pharmaceuticals, Inc. | 2025 | Michael Metzger | 754,300 | 2,021,965 | 3,454,360 | 848,588 | 7,089,213 |
| 11 | Viridian Therapeutics, Inc. | 2025 | Stephen Mahoney | 700,000 | 1,058,098 | 4,381,713 | 630,000 | 6,776,249 |
| 12 | Tarsus Pharmaceuticals, Inc. | 2025 | Bobak Azamian | 726,333 | 2,648,284 | 2,651,487 | 555,700 | 6,617,979 |
| 13 | Day One Biopharmaceuticals, Inc. | 2024 | Jeremy Bender | 680,000 | 2,700,280 | 2,664,697 | 501,800 | 6,560,577 |
| 14 | AnaptysBio, Inc. | 2025 | Daniel Faga | 706,011 | 1,592,001 | 3,345,653 | 465,968 | 6,133,943 |
| 15 | Agios Pharmaceuticals, Inc. | 2025 | Brian Goff | 846,864 | 1,291,680 | 2,627,252 | 592,804 | 5,370,389 |
| 16 | Rigel Pharmaceuticals, Inc. | 2025 | Raul Rodriguez | 787,405 | 951,327 | 2,241,570 | 634,649 | 4,658,805 |
| 17 | Alector, Inc. | 2025 | Arnon Rosenthal | 678,100 | 422,876 | 558,216 | 325,488 | 1,995,018 |
| 18 | Iovance Biotherapeutics, Inc. | 2025 | Frederick Vogt | 800,000 | 759,375 | 0 | 312,000 | 1,888,175 |
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.
| Company | Annual incentive payout | Long-term vehicle mix | PSU measures include TSR | Compensation consultant |
|---|---|---|---|---|
| ARS Pharmaceuticals | not disclosed | Option 100 | not disclosed | Aon |
| Agios Pharmaceuticals, Inc. | 100% | Options 40 · PSU 40 · RSU 20 | No | Aon |
| Alector, Inc. | 80% | not disclosed | not disclosed | Pearl Meyer & Partners, LLC |
| AnaptysBio, Inc. | 110% | not disclosed | No | Alpine Rewards |
| Arcutis Biotherapeutics, Inc. | 125% | not disclosed | No | Pay Governance |
| Cogent Biosciences, Inc. | 135% | not disclosed | No | Compensia |
| Day One Biopharmaceuticals, Inc. | 123% | Options 50 · RSU 50 | not disclosed | Compensia Inc. |
| Geron Corporation | 90% | Options 75 · RSU 25 | not disclosed | Aon |
| Iovance Biotherapeutics, Inc. | 60% | not disclosed | No | Haigh & Company |
| Liquidia Corporation | not disclosed | RSU 50 · PSU 50 | not disclosed | FW Cook |
| Mirum Pharmaceuticals, Inc. | 200% | not disclosed | No | Alpine Rewards |
| Protagonist Therapeutics, Inc. | 160% | Options 50 · RSU 50 | not disclosed | Aon Human Capital Solutions |
| Revance Therapeutics, Inc. | 96.8% | PSU 100 | No | FW Cook |
| Rigel Pharmaceuticals, Inc. | 124% | Options 75 · RSU 25 | No | Pearl Meyer |
| Syndax Pharmaceuticals, Inc. | 150% | Options 34 · PSU 33 · RSU 33 | Yes — Company's three-year total shareholder return (TSR) as measured against the Nasdaq Biotechnology Index components TSRs | Aon |
| Tarsus Pharmaceuticals, Inc. | 108% | Options 50 · RSU 50 | No | Pay Governance |
| TG Therapeutics, Inc. | 131% | RSU 100 | No | Compensia, Inc. |
| Viridian Therapeutics, Inc. | 150% | Options 75 · RSU 25 | not disclosed | Compensia |
Read from each company's Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company's filing does not state the item.
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, Richard Lowenthal | DEF 14A | 2026-04-29 | 0001193125-26-191433 | Section “Executive Compensation”. As printed: 9,656,400. Filing ↗ |
| 2 | Section 01, Sarina Tanimoto | DEF 14A | 2026-04-29 | 0001193125-26-191433 | Section “Executive Compensation”. As printed: 5,290,471. Filing ↗ |
| 3 | Section 01, Justin Chakma | DEF 14A | 2026-04-29 | 0001193125-26-191433 | Section “Executive Compensation”. As printed: 2,888,109. Filing ↗ |
| 4 | Section 08, Phillip Schneider | DEF 14A | 2026-04-29 | 0001193125-26-191433 | Section “Director Compensation”. As printed: 440,459. Filing ↗machine: span 1192757–1192764 |
| 5 | Section 08, Brenton L. Saunders | DEF 14A | 2026-04-29 | 0001193125-26-191433 | Section “Director Compensation”. As printed: 435,459. Filing ↗machine: span 1186301–1186308 |
| 6 | Section 08, Michael Kelly | DEF 14A | 2026-04-29 | 0001193125-26-191433 | Section “Director Compensation”. As printed: 435,459. Filing ↗machine: span 1173381–1173388 |
| 7 | Section 08, Peter Kolchinsky | DEF 14A | 2026-04-29 | 0001193125-26-191433 | Section “Director Compensation”. As printed: 430,459. Filing ↗machine: span 1179843–1179850 |
| 8 | Section 08, Rajeev Dadoo | DEF 14A | 2026-04-29 | 0001193125-26-191433 | Section “Director Compensation”. As printed: 425,459. Filing ↗machine: span 1160473–1160480 |
| 9 | Section 08, Peter A Thompson | DEF 14A | 2026-04-29 | 0001193125-26-191433 | Section “Director Compensation”. As printed: 422,959. Filing ↗machine: span 1212201–1212208 |
| 10 | Section 08, Laura Shawver | DEF 14A | 2026-04-29 | 0001193125-26-191433 | Section “Director Compensation”. As printed: 417,751. Filing ↗machine: span 1205739–1205746 |
| 11 | Section 08, Pratik Shah | DEF 14A | 2026-04-29 | 0001193125-26-191433 | Section “Director Compensation”. As printed: 9. Filing ↗ |
| 12 | Section 06, 2026 vote | Form 8-K | 2026-06-25 | 0001193125-26-282994 | Item 5.07 · say-on-pay result. As reported: 87.61% (votes for as printed: 57,290,450). Filing ↗ |
| 13 | Section 01 trend, Δ column (computed) | Computed | — | computed | Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1) |
| 14 | Section 09b board cost (computed) | Computed | — | computed | Cash 513,542 + equity 0 + all other 240,000 = 753,542, summed across the director compensation table rows.machine: formula: Σ = 753,542 |
| 15 | Cogent Biosciences, Inc., Section 10b CEO total | DEF 14A | 2026-04-23 | 0001193125-26-173834 | CEO total compensation as printed in Cogent Biosciences, Inc.'s own proxy. As printed: 27,762,684. Filing ↗machine: r2 · c39 · span 369353–369363 |
| 16 | TG Therapeutics, Inc., Section 10b CEO total | DEF 14A | 2026-04-30 | 0001437749-26-014233 | CEO total compensation as printed in TG Therapeutics, Inc.'s own proxy. As printed: 25,571,250. Filing ↗machine: r4 · c24 · span 404551–404561 |
| 17 | Protagonist Therapeutics, Inc., Section 10b CEO total | DEF 14A | 2026-04-28 | 0001104659-26-050429 | CEO total compensation as printed in Protagonist Therapeutics, Inc.'s own proxy. As printed: 12,871,506. Filing ↗machine: r1 · c47 · span 613195–613205 |
| 18 | Mirum Pharmaceuticals, Inc., Section 10b CEO total | DEF 14A | 2026-04-23 | 0001759425-26-000027 | CEO total compensation as printed in Mirum Pharmaceuticals, Inc.'s own proxy. As printed: 10,441,224. Filing ↗machine: r2 · c21 · span 580200–580210 |
| 19 | Geron Corporation, Section 10b CEO total | DEF 14A | 2026-04-07 | 0000886744-26-000024 | CEO total compensation as printed in Geron Corporation's own proxy. As printed: 10,221,755. Filing ↗machine: t118 · r6 · c23 · span 1062574–1062584 |
| 20 | Revance Therapeutics, Inc., Section 10b CEO total | DEF 14A | 2024-03-21 | 0001479290-24-000071 | CEO total compensation as printed in Revance Therapeutics, Inc.'s own proxy. As printed: 10,068,915. Filing ↗machine: span 884809–884819 |
| 21 | ARS Pharmaceuticals (subject), Section 10b CEO total | DEF 14A | 2026-04-29 | 0001193125-26-191433 | CEO total compensation as printed in ARS Pharmaceuticals's own proxy. As printed: 9,656,400. Filing ↗ |
| 22 | Liquidia Corporation, Section 10b CEO total | DEF 14A | 2026-04-24 | 0001104659-26-048597 | CEO total compensation as printed in Liquidia Corporation's own proxy. As printed: 7,712,736. Filing ↗machine: r1 · c47 · span 548456–548465 |
| 23 | Arcutis Biotherapeutics, Inc., Section 10b CEO total | DEF 14A | 2026-04-21 | 0001787306-26-000028 | CEO total compensation as printed in Arcutis Biotherapeutics, Inc.'s own proxy. As printed: 7,223,065. Filing ↗machine: r2 · c42 · span 646815–646824 |
| 24 | Syndax Pharmaceuticals, Inc., Section 10b CEO total | DEF 14A | 2026-04-30 | 0001193125-26-197859 | CEO total compensation as printed in Syndax Pharmaceuticals, Inc.'s own proxy. As printed: 7,089,213. Filing ↗machine: span 936322–936331 |
| 25 | Viridian Therapeutics, Inc., Section 10b CEO total | DEF 14A | 2026-04-17 | 0001193125-26-160344 | CEO total compensation as printed in Viridian Therapeutics, Inc.'s own proxy. As printed: 6,776,249. Filing ↗machine: r2 · c35 · span 371769–371778 |
| 26 | Tarsus Pharmaceuticals, Inc., Section 10b CEO total | DEF 14A | 2026-04-28 | 0001819790-26-000028 | CEO total compensation as printed in Tarsus Pharmaceuticals, Inc.'s own proxy. As printed: 6,617,979. Filing ↗machine: span 448592–448601 |
| 27 | Day One Biopharmaceuticals, Inc., Section 10b CEO total | DEF 14A | 2025-04-11 | 0001140361-25-013462 | CEO total compensation as printed in Day One Biopharmaceuticals, Inc.'s own proxy. As printed: 6,560,577. Filing ↗machine: r2 · c21 · span 526324–526333 |
| 28 | AnaptysBio, Inc., Section 10b CEO total | DEF 14A | 2026-06-29 | 0001193125-26-288408 | CEO total compensation as printed in AnaptysBio, Inc.'s own proxy. As printed: 6,133,943. Filing ↗machine: span 694406–694415 |
| 29 | Agios Pharmaceuticals, Inc., Section 10b CEO total | DEF 14A | 2026-04-24 | 0001193125-26-177086 | CEO total compensation as printed in Agios Pharmaceuticals, Inc.'s own proxy. As printed: 5,370,389. Filing ↗machine: r2 · c31 · span 613185–613194 |
| 30 | Rigel Pharmaceuticals, Inc., Section 10b CEO total | DEF 14A | 2026-04-03 | 0001034842-26-000023 | CEO total compensation as printed in Rigel Pharmaceuticals, Inc.'s own proxy. As printed: 4,658,805. Filing ↗machine: t120 · r3 · c22 · span 886059–886068 |
| 31 | Alector, Inc., Section 10b CEO total | DEF 14A | 2026-04-28 | 0001193125-26-186928 | CEO total compensation as printed in Alector, Inc.'s own proxy. As printed: 1,995,018. Filing ↗machine: span 1038665–1038674 |
| 32 | Iovance Biotherapeutics, Inc., Section 10b CEO total | DEF 14A | 2026-04-28 | 0001104659-26-050458 | CEO total compensation as printed in Iovance Biotherapeutics, Inc.'s own proxy. As printed: 1,888,175. Filing ↗machine: t133 · r6 · c16 · span 797910–797919 |
| 33 | Section 10a, Arcutis Biotherapeutics, Inc. reciprocity | DEF 14A | — | 0001787306-26-000028 | Arcutis Biotherapeutics, Inc.'s most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 34 | Section 10a, TG Therapeutics, Inc. reciprocity | DEF 14A | — | 0001437749-26-014233 | TG Therapeutics, Inc.'s most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 35 | Section 10a, Alector, Inc. reciprocity | DEF 14A | — | 0001193125-26-186928 | Alector, Inc.'s most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 36 | Section 10a, Liquidia Corporation reciprocity | DEF 14A | — | 0001104659-26-048597 | Liquidia Corporation's most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 37 | Section 10a, Protagonist Therapeutics, Inc. reciprocity | DEF 14A | — | 0001104659-26-050429 | Protagonist Therapeutics, Inc.'s most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 38 | Section 10a, Mirum Pharmaceuticals, Inc. reciprocity | DEF 14A | — | 0001759425-26-000027 | Mirum Pharmaceuticals, Inc.'s most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 39 | Section 10a, AnaptysBio, Inc. reciprocity | DEF 14A | — | 0001193125-26-288408 | AnaptysBio, Inc.'s most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 40 | Section 10a, Iovance Biotherapeutics, Inc. reciprocity | DEF 14A | — | 0001104659-26-050458 | Iovance Biotherapeutics, Inc.'s most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 41 | Section 10a, Viridian Therapeutics, Inc. reciprocity | DEF 14A | — | 0001193125-26-160344 | Viridian Therapeutics, Inc.'s most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 42 | Section 10a, Agios Pharmaceuticals, Inc. reciprocity | DEF 14A | — | 0001193125-26-177086 | Agios Pharmaceuticals, Inc.'s most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 43 | Section 10a, Syndax Pharmaceuticals, Inc. reciprocity | DEF 14A | — | 0001193125-26-197859 | Syndax Pharmaceuticals, Inc.'s most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 44 | Section 10a, Revance Therapeutics, Inc. reciprocity | DEF 14A | — | 0001479290-24-000071 | Revance Therapeutics, Inc.'s most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 45 | Section 10a, Rigel Pharmaceuticals, Inc. reciprocity | DEF 14A | — | 0001034842-26-000023 | Rigel Pharmaceuticals, Inc.'s most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 46 | Section 10a, Cogent Biosciences, Inc. reciprocity | DEF 14A | — | 0001193125-26-173834 | Cogent Biosciences, Inc.'s most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 47 | Section 10a, Geron Corporation reciprocity | DEF 14A | — | 0000886744-26-000024 | Geron Corporation's most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |
| 48 | Section 10a, Tarsus Pharmaceuticals, Inc. reciprocity | DEF 14A | — | 0001819790-26-000028 | Tarsus Pharmaceuticals, Inc.'s most recent proxy was read; its disclosed peer group does not include ARS Pharmaceuticals. Filing ↗ |