Companies Ventyx Biosciences, Inc.
Ventyx Biosciences (VTYX): executive pay, fiscal 2024
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CEO pay, last three years
- $9,411,949FY2023
- $1,283,015FY2024
CEO total pay was $1,283,015 in fiscal 2024, down from $9,411,949 in fiscal 2023.
FY2024: salary $621,920 · bonus $0 · stock awards $0 · option awards $303,800
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 |
|---|---|---|---|---|---|---|---|---|
| Matthew Moore | $296,875 | $0 | $0 | $1,305,600 | $190,000 | $0 | $125,635 | $1,918,110 |
| Chief Operating Officer | ||||||||
| Raju Mohan | 621,920 | 0 | 0 | 303,800 | 342,045 | 0 | 15,250 | 1,283,015 |
| Chief Executive Officer, President and Director | ||||||||
| Martin Auster | 317,179 | 0 | 0 | 245,000 | 0 | 0 | 433,000 | 995,179 |
| Former Chief Financial Officer | ||||||||
| Mark Forman | 188,165 | 0 | 0 | 556,500 | 192,800 | 0 | 0 | 937,465 |
| 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 | FY2024 total | FY2023 total | FY2022 total | Δ FY2023→2024 |
|---|---|---|---|---|
| Matthew Moore | $1,918,110 | — | — | — |
| Raju Mohan | 1,283,015 | 9,411,949 | — | ↓ −8,128,934 |
| Martin Auster | 995,179 | — | — | — |
| Mark Forman | 937,465 | — | — | — |
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 aims to ensure that the compensation offered to executive officers is competitive and fair by benchmarking against a peer group. The compensation committee focuses on rewarding executives based on company results, individual contributions, and the achievement of specific performance goals.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | AON/Radford |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
Equity grants and outstanding awards
Grants of plan-based awards — fiscal year 2024
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Mark Forman | OPTION | 2024-08-12 | — | — | 350,000 | — | $556,500 |
| Raju Mohan | OPTION | 2024-01-02 | — | — | 155,000 | — | 303,800 |
| Matthew Moore | OPTION | 2024-05-16 | — | — | 320,000 | — | 1,305,600 |
Vehicle mix — grant-date fair value by award type
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| Mark Forman | $0 | $0 | $556,500 | 0.0% |
| Raju Mohan | 0 | 0 | 303,800 | 0.0% |
| Matthew Moore | 0 | 0 | 1,305,600 | 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 2024
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Raju Mohan | RSU | 35,532 | — | $77,815 |
| Raju Mohan | Option | 85,326 | 8.04 | — |
| Raju Mohan | Option | 107,917 | 12.21 | — |
| Raju Mohan | RSU | 116,668 | — | 255,503 |
| Raju Mohan | Option | 116,668 | 14.48 | — |
| Raju Mohan | Option | 148,047 | 33.84 | — |
| Raju Mohan | Option | 155,000 | 2.49 | — |
| Matthew Moore | Option | 320,000 | 4.98 | — |
| Mark Forman | Option | 350,000 | 1.95 | — |
| Raju Mohan | Option | 355,313 | 2.14 | — |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Sheila Gujrathi, M.DNot independent · Board Chair | $125,000 | — | $210,930 | — | — | $335,930 |
| Somasundaram Subramaniam, M.B.AIndependent · Compensation (Chair) · Nominating and Corporate Governance | 57,000 | — | 117,330 | — | — | 174,330 |
| Onaiza Cadoret-Manier, M.B.AIndependent · Nominating and Corporate Governance (Chair) · Audit | 56,500 | — | 117,330 | — | — | 173,830 |
| William White, J.D., M.P.PIndependent · Audit (Chair) | 55,000 | — | 117,330 | — | — | 172,330 |
| Allison Hulme, Ph.DIndependent · Compensation · Audit | 53,500 | — | 117,330 | — | — | 170,830 |
| Raju Mohan, Ph.DEmployee director | — | — | — | — | — | 0 |
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) | 15,000 / 12,000 / 9,000 |
| Stock ownership guideline | — |
Total cost of the board
| Component | FY2024 |
|---|---|
| Cash retainers and fees | $347,000 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $0 |
| Total cost of the board | $347,000 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Peer group, and who names Ventyx Biosciences as a peer
Companies that benchmark against VTYX
4 companies name VTYX as a compensation peer
- 89bio, Inc.ETNBFY2024
- Akero Therapeutics, Inc.AKROFY2024
- Atrium Therapeutics, Inc.RNAFY2024
- Avidity Biosciences, Inc.RNAMFY2024
- Gossamer Bio, Inc.GOSSFY2025
Each company listed discloses VTYX 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 VTYX 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 | Ventyx Biosciences, Inc. | 2024 | Raju Mohan | $621,920 | $0 | $303,800 | $342,045 | $1,283,015 |
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 |
|---|---|---|---|---|---|---|
| 2025 | 2025-06-04 | 20,421,575 | 10,900,876 | 370,458 | 64.44% | Passed |
| 2024 | 2024-06-05 | 32,870,217 | 10,004,898 | 18,529 | 76.63% | Passed |
| 2023 | 2023-06-07 | — | — | — | — | — |
| 2022 | 2022-06-08 | — | — | — | — | — |
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 |
|---|---|---|
| 2025 | 2025-06-04 | 64.44%a |
| 2024 | 2024-06-05 | 76.63%b |
| 2023 | 2023-06-07 | —c |
a. Approved under the standard stated in the filing — “named executive officers as disclosed pursuant to Item 402 of Securities and Exchange Commission Regulation S-K, including the compensation tables and narrative disclosures set forth in the proxy statement relating to Ventyx's 2025 annual meeting of stockholders." Vote Required The affirmative "FOR" vote of a majority of the voting power of the shares of our common stock present in person (virtually) or represented by proxy at the Annual Meeting and entitled to vote thereon is required to approve, on an advisory basis, the compensation of the named executive officers identified in the 2024 Summary Compensation Table in the "Executive Compensation" section of the proxy statement (the "Say-on-Pay Vote"). || Abstentions: Abstentions have the same effect as a vote against the proposal.”.
b. Approved under the standard stated in the filing — “named executive officers as disclosed pursuant to Item 402 of Securities and Exchange Commission Regulation S-K, including the compensation tables and narrative disclosures set forth in the proxy statement relating to Ventyx's 2024 annual meeting of stockholders." Vote Required The affirmative "FOR" vote of a majority of the shares of our common stock present in person (virtually) or represented by proxy at the Annual Meeting and entitled to vote thereon is required to approve, on an advisory basis, the compensation of the named executive officers identified in the 2023 Summary Compensation Table in the "Executive Compensation" section of the proxy statement (the "Say-on-Pay Vote"). || Abstentions: Abstentions have the same effect as a vote against the proposal.”.
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.
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, Matthew Moore. DEF 14A, filed 2025-04-23. Section “Summary Compensation Table for Fiscal 2024” · page 23. As printed: 1,918,110. View filing ↗
- Section 01, Raju Mohan. DEF 14A, filed 2025-04-23. Section “Summary Compensation Table for Fiscal 2024” · page 23. As printed: 1,283,015. View filing ↗
- Section 01, Martin Auster. DEF 14A, filed 2025-04-23. Section “Summary Compensation Table for Fiscal 2024” · page 23. As printed: 995,179. View filing ↗
- Section 01, Mark Forman. DEF 14A, filed 2025-04-23. Section “Summary Compensation Table for Fiscal 2024” · page 23. As printed: 937,465. View filing ↗
- Section 03, Mark Forman OPTION. DEF 14A, filed 2025-04-23. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Raju Mohan OPTION. DEF 14A, filed 2025-04-23. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Matthew Moore OPTION. DEF 14A, filed 2025-04-23. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 08, Sheila Gujrathi, M.D. DEF 14A, filed 2025-04-23. Section “Director Compensation”. As printed: 335,930. View filing ↗
- Section 08, Somasundaram Subramaniam, M.B.A. DEF 14A, filed 2025-04-23. Section “Director Compensation”. As printed: 174,330. View filing ↗
- Section 08, Onaiza Cadoret-Manier, M.B.A. DEF 14A, filed 2025-04-23. Section “Director Compensation”. As printed: 173,830. View filing ↗
- Section 08, William White, J.D., M.P.P. DEF 14A, filed 2025-04-23. Section “Director Compensation”. As printed: 172,330. View filing ↗
- Section 08, Allison Hulme, Ph.D. DEF 14A, filed 2025-04-23. Section “Director Compensation”. As printed: 170,830. View filing ↗
- Section 08, Raju Mohan, Ph.D. DEF 14A, filed 2025-04-23. Section “Director Compensation”. As printed: 0. View filing ↗
- Section 06, 2025 vote. Form 8-K, filed 2025-06-10. Item 5.07 · say-on-pay result. As reported: 64.44% (votes for as printed: 20,421,575). View filing ↗
- Section 06, 2024 vote. Form 8-K, filed 2024-06-06. Item 5.07 · say-on-pay result. As reported: 76.63% (votes for as printed: 32,870,217). View filing ↗
- Section 06, 2023 vote. Form 8-K, filed 2023-06-09. Item 5.07 · say-on-pay result. As reported: —. 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 347,000 + equity 0 + all other 0 = 347,000, summed across the director compensation table rows.
- Ventyx Biosciences, Inc. (subject), Section 10b CEO total. DEF 14A, filed 2025-04-23. CEO total compensation as printed in Ventyx Biosciences, Inc.'s own proxy. As printed: 1,283,015. View filing ↗