CEO Neil McFarlane was paid $3,782,042 in fiscal year 2025, ↓ down 29.4% from fiscal year 2024 (SEC filing 0001434647-26-000025 ↗): 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.
$3,821,924 R. LaDuane Clifton total, FY2025 Former Chief Financial Officer and Treasurer — highest-paid officer; CEO Neil McFarlane: $3,782,042 | — CEO (Neil McFarlane) pay percentile vs peers | — CEO-to-median pay ratio | 99.49% Say-on-pay support, latest vote |
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ZVRA's next annual pay disclosure, estimated April 19, 2027.est. Filing ↗
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| R. LaDuane Clifton | $477,307 | $0 | $1,260,373 | $1,117,274 | $0 | $0 | $966,970 | $3,821,924 |
| Former Chief Financial Officer and Treasurer | ||||||||
| Neil McFarlane | 729,167 | 0 | 874,125 | 1,748,250 | 418,950 | 0 | 11,550 | 3,782,042 |
| President, Chief Executive Officer and Director | ||||||||
| Rahsaan Thompson | 466,667 | 50,000 | 272,680 | 545,360 | 178,600 | 0 | 58,067 | 1,571,374 |
| Chief Legal Officer, Secretary and Compliance 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 |
|---|---|---|---|---|
| R. LaDuane Clifton | $3,821,924 | $1,450,273 | $2,263,257 | ↑ +2,371,651 |
| Neil McFarlane | 3,782,042 | 5,355,059 | 3,445,231 | ↓ −1,573,017 |
| Rahsaan Thompson | 1,571,374 | — | — | — |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
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Each company listed discloses ZVRA 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 ZVRA in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
One page per officer: the same table above, read for one person at a time — his own figure and every fiscal year the register holds.
| Executive | Role | FY2025 total |
|---|---|---|
| R. LaDuane Clifton | CFO | $3,821,924 |
| Rahsaan Thompson | General Counsel | $1,571,374 |
| Neil McFarlane | CEO | $3,782,042 |
One page per director: the seat, the committees and the fee table, read for one person at a time.
| Director | Role | FY2025 total |
|---|---|---|
| Alicia Secor | Independent Director | $264,878 |
| Alvin Shih, M.D | Independent Director | $244,678 |
| Corey Watton | Independent Director | $249,678 |
| Douglas W. Calder | Independent Director | $243,992 |
| John B. Bode | Independent Director | $246,913 |
| Tamara A. Favorito | Chair of the Board | $304,678 |
| Thomas D. Anderson | Independent Director | $252,178 |
| Wendy Dixon, Ph.D | Former director (through FY2025) | $237,694 |
No insider equity transactions reported since the proxy statement.
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Neil McFarlane | OPTION | 2025-02-07 | — | — | 225,000 | — | $1,748,250 |
| R. LaDuane Clifton | PSU | 2025-01-30 | — | 20,000 | — | — | 0 |
| R. LaDuane Clifton | OPTION | 2025-01-30 | — | — | 68,000 | — | 545,360 |
| R. LaDuane Clifton | RSU | 2025-01-30 | — | — | 34,000 | — | 272,680 |
| Neil McFarlane | PSU | 2025-02-07 | — | 72,500 | — | — | 0 |
| Rahsaan Thompson | PSU | 2025-01-30 | — | 20,000 | — | — | 0 |
| Neil McFarlane | RSU | 2025-02-07 | — | — | 112,500 | — | 874,125 |
| Rahsaan Thompson | OPTION | 2025-01-30 | — | — | 68,000 | — | 545,360 |
| Rahsaan Thompson | RSU | 2025-01-30 | — | — | 34,000 | — | 272,680 |
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| Neil McFarlane | $874,125 | $0 | $1,748,250 | 0.0% |
| R. LaDuane Clifton | 272,680 | 0 | 545,360 | 0.0% |
| Rahsaan Thompson | 272,680 | 0 | 545,360 | 0.0% |
% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Rahsaan Thompson | Option | 83,486 | 7.17 | — |
| Rahsaan Thompson | Option | 10,000 | 42.56 | — |
| Rahsaan Thompson | Option | 4,687 | 88 | — |
| Neil McFarlane | PSU | 100,000 | — | 896,000 |
| Rahsaan Thompson | Option | 2,250 | 8.26 | — |
| Rahsaan Thompson | Option | 3,125 | 201.92 | — |
| Rahsaan Thompson | Option | 82,423 | 9.06 | — |
| Neil McFarlane | PSU | 112,500 | — | 1,008,000 |
| Neil McFarlane | PSU | 72,500 | — | 649,600 |
| Rahsaan Thompson | Option | 10,000 | 5.98 | — |
| Neil McFarlane | Option | 300,000 | 4.75 | — |
| Rahsaan Thompson | Option | 4,687 | 56.8 | — |
| Neil McFarlane | PSU | 466,667 | — | 4,181,336 |
| Rahsaan Thompson | PSU | 34,000 | — | 304,640 |
| Rahsaan Thompson | PSU | 133,334 | — | 1,194,673 |
| Rahsaan Thompson | PSU | 20,000 | — | 179,200 |
| Rahsaan Thompson | Option | 459,726 | 4.54 | — |
| Rahsaan Thompson | Option | 68,000 | 8.02 | — |
Our executive compensation program is designed to motivate, reward, attract and retain high caliber management and aligns executive compensation with short- and long-term objectives, business strategy and financial performance. We generally target total compensation relative to the 50th percentile of our peer group, reflecting a 'pay for performance' philosophy.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Alpine Rewards, LLC |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-06-04 | 45,947,281 | 234,753 | 144,582 | 99.49% | Passed |
| 2024 | 2024-05-13 | 11,167,215 | 9,888,153 | 273,661 | 53.04% | Passed |
| 2021 | 2021-06-17 | 6,845,736 | 1,287,944 | 159,450 | 84.17% | 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 | 2026-06-04 | 99.49%a |
| 2024 | 2024-05-13 | 53.04%b |
| 2021 | 2021-06-17 | 84.17%c |
a. Voting standard not stated in the filing.
b. Voting standard not stated in the filing.
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.
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Tamara A. FavoritoIndependent · Board Chair · Audit (Chair) | $117,500 | — | $187,178 | — | — | $304,678 |
| Alicia SecorIndependent · Audit · Compensation | 5,299 | — | 259,579 | — | — | 264,878 |
| Thomas D. AndersonIndependent · Compensation (Chair) · Nominating and Corporate Governance | 65,000 | — | 187,178 | — | — | 252,178 |
| Corey WattonIndependent · Audit · Compensation | 62,500 | — | 187,178 | — | — | 249,678 |
| John B. BodeIndependent · Not standing for re-election | 59,735 | — | 187,178 | — | — | 246,913 |
| Alvin Shih, M.DIndependent · Compensation | 57,500 | — | 187,178 | — | — | 244,678 |
| Douglas W. CalderIndependent · Compensation · Nominating and Corporate Governance (Chair) | 56,814 | — | 187,178 | — | — | 243,992 |
| Wendy Dixon, Ph.DIndependent · Departed during FY | 50,516 | — | 187,178 | — | — | 237,694 |
| Annual cash retainer | $45,000 |
|---|---|
| Annual equity retainer | $30,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 22,500 / 15,000 / 12,500 |
| Stock ownership guideline | — |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $474,864 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $0 |
| Total cost of the board | $474,864 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
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 | Zevra Therapeutics | 2025 | Neil McFarlane | $729,167 | $874,125 | $1,748,250 | $418,950 | $3,782,042 |
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.
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.
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.
| # | Supports | Document | Filed | Accession | Location in document |
|---|---|---|---|---|---|
| 1 | Section 01, R. LaDuane Clifton | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Executive Compensation”. As printed: 3,821,924. View filing ↗ |
| 2 | Section 01, Neil McFarlane | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Executive Compensation”. As printed: 3,782,042. View filing ↗ |
| 3 | Section 01, Rahsaan Thompson | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Executive Compensation”. As printed: 1,571,374. View filing ↗ |
| 4 | Section 03, Neil McFarlane OPTION | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Outstanding Equity Awards at Fiscal Year-End Table” · grants of plan-based awards table. View filing ↗ |
| 5 | Section 03, R. LaDuane Clifton PSU | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Summary Compensation Table” · grants of plan-based awards table. View filing ↗ |
| 6 | Section 03, R. LaDuane Clifton OPTION | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Outstanding Equity Awards at Fiscal Year-End Table” · grants of plan-based awards table. View filing ↗ |
| 7 | Section 03, R. LaDuane Clifton RSU | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Summary Compensation Table” · grants of plan-based awards table. View filing ↗ |
| 8 | Section 03, Neil McFarlane PSU | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Summary Compensation Table” · grants of plan-based awards table. View filing ↗ |
| 9 | Section 03, Rahsaan Thompson PSU | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Summary Compensation Table” · grants of plan-based awards table. View filing ↗ |
| 10 | Section 03, Neil McFarlane RSU | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Summary Compensation Table” · grants of plan-based awards table. View filing ↗ |
| 11 | Section 03, Rahsaan Thompson OPTION | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Outstanding Equity Awards at Fiscal Year-End Table” · grants of plan-based awards table. View filing ↗ |
| 12 | Section 03, Rahsaan Thompson RSU | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Summary Compensation Table” · grants of plan-based awards table. View filing ↗ |
| 13 | Section 08, Tamara A. Favorito | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Director Compensation”. As printed: 304,678. View filing ↗ |
| 14 | Section 08, Alicia Secor | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Director Compensation”. As printed: 264,878. View filing ↗ |
| 15 | Section 08, Thomas D. Anderson | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Director Compensation”. As printed: 252,178. View filing ↗ |
| 16 | Section 08, Corey Watton | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Director Compensation”. As printed: 249,678. View filing ↗ |
| 17 | Section 08, John B. Bode | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Director Compensation”. As printed: 246,913. View filing ↗ |
| 18 | Section 08, Alvin Shih, M.D | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Director Compensation”. As printed: 244,678. View filing ↗ |
| 19 | Section 08, Douglas W. Calder | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Director Compensation”. As printed: 243,992. View filing ↗ |
| 20 | Section 08, Wendy Dixon, Ph.D | DEF 14A | 2026-04-20 | 0001434647-26-000025 | Section “Director Compensation”. As printed: 237,694. View filing ↗ |
| 21 | Section 06, 2026 vote | Form 8-K | 2026-06-05 | 0001434647-26-000041 | Item 5.07 · say-on-pay result. As reported: 99.49% (votes for as printed: 45,947,281). View filing ↗ |
| 22 | Section 06, 2024 vote | Form 8-K | 2024-05-13 | 0001437749-24-016275 | Item 5.07 · say-on-pay result. As reported: 53.04% (votes for as printed: 11,167,215). View filing ↗ |
| 23 | Section 06, 2021 vote | Form 8-K | 2021-06-24 | 0001437749-21-015558 | Item 5.07 · say-on-pay result. As reported: 84.17% (votes for as printed: 6,845,736). View filing ↗ |
| 24 | Section 01 trend, Δ column (computed) | Computed | — | — | Δ = current-FY total − prior-FY total per named officer. |
| 25 | 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). |
| 26 | Section 09b board cost (computed) | Computed | — | — | Cash 474,864 + equity 0 + all other 0 = 474,864, summed across the director compensation table rows. |
| 27 | Zevra Therapeutics (subject), Section 10b CEO total | DEF 14A | 2026-04-20 | 0001434647-26-000025 | CEO total compensation as printed in Zevra Therapeutics's own proxy. As printed: 3,782,042. View filing ↗ |