Companies Instil Bio, Inc.
Instil Bio (TIL): executive pay, fiscal 2025
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CEO pay, last three years
- $5,323,858FY2024
- $2,256,412FY2025
CEO total pay was $2,256,412 in fiscal 2025, down from $5,323,858 in fiscal 2024.
FY2025: salary $740,520 · bonus $0 · stock awards $0 · option awards $1,079,521
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 |
|---|---|---|---|---|---|---|---|---|
| Bronson Crouch | $740,520 | $0 | $0 | $1,079,521 | $421,171 | $0 | $15,200 | $2,256,412 |
| Chief Executive Officer and Chairman | ||||||||
| Sandeep Laumas | 528,943 | 0 | 0 | 460,431 | 231,413 | 0 | 15,200 | 1,235,987 |
| Chief Financial Officer and 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.
Three-year trend — total compensation per named executive
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Bronson Crouch | $2,256,412 | $5,323,858 | — | ↓ −3,067,446 |
| Sandeep Laumas | 1,235,987 | 4,079,428 | — | ↓ −2,843,441 |
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 compensation strategy is designed to support and reinforce its long-term strategic goals by aligning the interests of named executive officers with those of stockholders. The program aims to attract and retain individuals with superior talent through a combination of fixed base salaries, performance-based annual bonuses, and equity-based incentive awards that serve as retention measures.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | FW Cook |
| 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 |
|---|---|---|---|---|---|---|---|
| Bronson Crouch | OPTION | 2025-04-25 | — | — | 105,157 | — | $1,079,521 |
| Sandeep Laumas | OPTION | 2025-04-25 | — | — | 44,851 | — | 460,431 |
Vehicle mix — grant-date fair value by award type
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| Bronson Crouch | $0 | $0 | $1,079,521 | 0.0% |
| Sandeep Laumas | 0 | 0 | 460,431 | 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 |
|---|---|---|---|---|
| Sandeep Laumas | Option | 732 | 172.4 | — |
| Bronson Crouch | Option | 2,346 | 172.4 | — |
| Sandeep Laumas | Option | 5,626 | 12.68 | — |
| Bronson Crouch | Option | 13,546 | 12.68 | — |
| Sandeep Laumas | Option | 30,938 | 66.1 | — |
| Bronson Crouch | Option | 34,375 | 66.1 | — |
| Sandeep Laumas | Option | 43,334 | 11.6 | — |
| Sandeep Laumas | Option | 44,851 | 12.78 | — |
| Bronson Crouch | Option | 65,000 | 11.6 | — |
| Bronson Crouch | Option | 105,157 | 12.78 | — |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Neil GibsonIndependent · Audit · Nominating and Corporate Governance (Chair) | $94,375 | — | $136,671 | — | — | $231,046 |
| R. Kent McGaughy JrIndependent · Audit (Chair) | 75,000 | — | 136,671 | — | — | 211,671 |
| George MatchamIndependent · Audit · Compensation (Chair) | 74,372 | — | 136,671 | — | — | 211,043 |
| Gwendolyn BinderIndependent · Compensation · Nominating and Corporate Governance | 62,500 | — | 136,671 | — | — | 199,171 |
Board fee structure and ownership guideline
| Annual cash retainer | $40,000 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 20,000 / 12,000 / 8,000 |
| Stock ownership guideline | — |
Total cost of the board
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $306,247 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $0 |
| Total cost of the board | $306,247 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Peer group, and who names Instil Bio as a peer
Companies that benchmark against TIL
2 companies name TIL as a compensation peer
- Adaptimmune Therapeutics PLCADAPFY2024
- AGENUS INCAGENFY2025
Each company listed discloses TIL 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 TIL 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 | Instil Bio, Inc. | 2025 | Bronson Crouch | $740,520 | $0 | $1,079,521 | $421,171 | $2,256,412 |
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
No say-on-pay vote is on file for this company.
Insider trades since the proxy
No insider equity transactions reported since the proxy statement.
Sources (12 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, Bronson Crouch. DEF 14A, filed 2026-04-24. Section “Summary Compensation Table” · page 23. As printed: 2,256,412. View filing ↗
- Section 01, Sandeep Laumas. DEF 14A, filed 2026-04-24. Section “Summary Compensation Table” · page 23. As printed: 1,235,987. View filing ↗
- Section 03, Bronson Crouch OPTION. DEF 14A, filed 2026-04-24. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Sandeep Laumas OPTION. DEF 14A, filed 2026-04-24. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 08, Neil Gibson. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 231,046. View filing ↗
- Section 08, R. Kent McGaughy Jr. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 211,671. View filing ↗
- Section 08, George Matcham. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 211,043. View filing ↗
- Section 08, Gwendolyn Binder. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 199,171. 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 306,247 + equity 0 + all other 0 = 306,247, summed across the director compensation table rows.
- Instil Bio, Inc. (subject), Section 10b CEO total. DEF 14A, filed 2026-04-24. CEO total compensation as printed in Instil Bio, Inc.'s own proxy. As printed: 2,256,412. View filing ↗