DEF 14A of Repligen Corp, Apr 2, 2026

DEF 14A of Repligen Corp

Filed Apr 2, 2026 · FY20250001193125-26-140115

Open on EDGAR

  1. for the Stockholder Meeting to Be Held on May 14, 2026

    | Executive Compensation Tables | 38 | | Director Compensation | 52 | | General Annual Meeting Information | 55 | | Record Date | 55 | | Quorum | 55 | | Voting Securities/Common Stock Outstanding | 55 | | Voting Methods | 55 | | Revoking Your Proxy | 55 | | Effect of Abstentions and Broker Non-Votes | 56 | | Votes Required for Adoption of Proposals | 56 | | Cost of Proxy Solicitation | 56 | | Additional Information | 57 | | Submitting Shareholder Proposals | 57 | | Other Business | 57 | | Voting Proxies | 57 | | Householding | 58 |

  2. ELECTION OF DIRECTORS

    ELECTION OF DIRECTORS DIRECTOR NOMINEES There are nine (9) nominees for director, all of whom are current directors of Repligen that have been nominated by the Nominating and Corporate Governance (“N&CG”) Committee and the Board of Directors (“Board”) for re-election. If elected, each of the director nominees will hold office until the 2027 Annual Meeting of Shareholders and until his or her successor has been duly elected and qualified, or until his or her earlier death, resignation or removal.

  3. ELECTION OF DIRECTORS

    | Name | Year First Elected Director | Position with the Company | | Olivier Loeillot | 2024 | President and Chief Executive Officer, Director | | Martin Madaus, D.V.M., Ph.D. | 2023 | Director, Chair of the Board | | Karen A. Dawes | 2005 | Director | | Nicolas M. Barthelemy | 2014 | Director | | Carrie Eglinton Manner | 2020 | Director | | Konstantin Konstantinov, Ph.D. | 2022 | Director | | Rohin Mhatre, Ph.D. | 2020 | Director | | Glenn P. Muir | 2015 | Director | | Margaret A. Pax | 2024 | Director |

  4. ELECTION OF DIRECTORS

    Shares represented by all proxies received by the Board and not marked or voted to abstain from voting for any individual director or for any group of directors will be voted, unless otherwise indicated, FOR the election of the nominees named above. Proxies may not be voted for a greater number of persons than the number of nominees named. The Board knows of no reason why any nominee should be unable or unwilling to serve, but if any nominee should be unable or unwilling to serve, proxies will be voted in accordance with the judgment of the persons named as attorneys-in-fact on the proxy cards with respect to the directorship for which that nominee was unable or unwilling to serve. Proposal 1 relates solely to the election of the nine (9) above-named directors nominated by the Company and does not include any other matters relating to the election of directors, including without limitation, the election of directors nominated by any shareholders of the Company. The Board unanimously recommends a vote FOR each of the nominees for election as directors of the Company. If authorized proxies are submitted without specifying an affirmative or negative vote on any proposal, the shares represented by such proxies will be voted in favor of the Board’s recommendations.

  5. ELECTION OF DIRECTORS

    | REPLIGEN CORPORATION | 11 | 2026 PROXY STATEMENT SUMMARY |

  6. ELECTION OF DIRECTORS

    OCCUPATIONS OF DIRECTORS AND EXECUTIVE OFFICERS Repligen’s executive officers are appointed by, and serve at the discretion of, the Board. Each executive officer is a full-time employee of Repligen. The current directors, including director nominees, and executive officers of Repligen as of March 16, 2026 are as follows:

  7. ELECTION OF DIRECTORS

    | Name | Age (1) | Position with the Company | | Olivier Loeillot | 56 | President and Chief Executive Officer, Director | | Jason K. Garland | 52 | Chief Financial Officer | | James Bylund | 63 | Chief Operating Officer | | Ralf Kuriyel | 67 | Senior Vice President, Research and Development | | Brian Douglass (2) | 51 | Senior Vice President, Chief Product Officer | | Martin Madaus, D.V.M., Ph.D.(3)(5) | 66 | Director, Chair of the Board | | Karen A. Dawes (6) | 74 | Director | | Nicolas M. Barthelemy (4) | 60 | Director | | Carrie Eglinton Manner (6) | 52 | Director | | Konstantin Konstantinov, Ph.D. (5) | 68 | Director | | Rohin Mhatre, Ph.D.(4) | 61 | Director | | Glenn P. Muir (4)(6) | 67 | Director | | Margaret A. Pax (4)(5) | 66 | Director |

  8. ELECTION OF DIRECTORS

    (1) Age as of the date of the 2026 Annual Meeting of Shareholders. (2) Mr. Douglass was appointed Chief Product Officer effective December 31, 2025. (3) Dr. Madaus was appointed Chair of the Board, effective March 13, 2026. (4) Member of the Compensation Committee. (5) Member of the N&CG Committee. (6) Member of the Audit Committee. BIOGRAPHICAL INFORMATION The following paragraphs provide information about the Company’s continuing directors and executive officers. The information presented includes information about each director’s specific experience, qualifications, attributes and skills that led the Board to the conclusion that he or she should serve as a director. Executive Officers

  9. ELECTION OF DIRECTORS

    | | Olivier Loeillot was named President and CEO and has served on the Board since September 2024. He joined Repligen in October 2023 as President and Chief Commercial Officer, where he had responsibility for driving the Company's commercial strategy and expanding the market impact of Repligen's business units in bioprocessing. Mr. Loeillot joined Repligen from his most recent role as CEO of Ascensus Specialties, a manufacturer of specialty chemicals for use in the life sciences and pharmaceutical markets. Mr. Loeillot previously served a combined 12 years with Cytiva (a Danaher Corporation company) and GE Healthcare Life Sciences. At Cytiva, he served as Bioprocess President from 2018 to 2022, overseeing the overall | | Bioprocessing portfolio from cell culture media to purification resins and including process equipment, single-use technologies and enterprise solutions. There, he was also instrumental in building and leading the Enterprise Solutions business, managing the Bioprocess Asia business in Singapore, and directing the Genomics and Cellular Research division. Prior to Cytiva, Mr. Loeillot served a combined 12 years with Lonza, advancing to Vice President Sales, Lonza Custom Manufacturing. He also acted as Vice President Sales for Lonza AG's custom manufacturing business and led the Microbial Biopharmaceuticals group. Mr. Loeillot earned his Master's degree in Chemistry in 1993 from the European High Institute of Chemistry of Strasbourg, France, and later completed a M.B.A. program at CESMA Business School of EM Lyon. | |

  10. ELECTION OF DIRECTORS

    | REPLIGEN CORPORATION | 12 | 2026 PROXY STATEMENT SUMMARY |

  11. ELECTION OF DIRECTORS

    | | Jason K. Garland joined Repligen in September 2023 as the CFO, where he oversees financial operations for the Company. Mr. Garland holds responsibility for all corporate finance and audit functions, capital markets and M&A transactions, financial planning and analysis, budgeting and financial risk management of the Company as well as information technology and investor relations of the Company. Mr. Garland was previously with Integer Holdings Corporation (“Integer”), a medical device outsource manufacturer, where he served for nearly five years as Executive Vice President and CFO, and assumed executive sponsorship of the company’s business process excellence initiatives focused on standardizing and optimizing all non- | | manufacturing processes. Prior to his role with Integer, Mr. Garland spent three years as Vice President and CFO for the global sales and supply divisions of Tiffany & Co., following nearly 20 years of increasing responsibility at General Electric Corporation (“GE”). His rotations and achievements at GE culminated in several leadership positions including his role as CFO for GE Industrial Solutions, then a multi-billion dollar business with over 40 manufacturing sites. Previously, Mr. Garland served on the board of directors and was Audit Committee Chair for Acutus Medical, a publicly-traded medical device company, from 2022 to 2025. He holds a B.S. in Chemical Engineering from the University of New Hampshire, and is Lean Six Sigma Black Belt certified. | |

  12. ELECTION OF DIRECTORS

    | | James Bylund was named COO of the Company in January 2022 and serves as the Company’s principal operating officer. He joined Repligen in March of 2020 as Senior Vice President, Global Operations and IT, overseeing all operations and IT functions on a global basis. Between March 2019 and March 2020, Mr. Bylund also worked in real estate at Inspire Development in Austin, Texas. Prior to joining Repligen, Mr. Bylund spent ten years at Thermo Fisher in a number of roles including Vice President and General Manager of the Single Use Technologies Business Unit and Vice President of Global Operations for the Bioproduction Division. Prior to joining Thermo Fisher, Mr. Bylund also worked for Fiserv (nine years) and Eli Lilly and | | Company (seven years) in a variety of leadership roles. He has significant experience in managing multiple operating sites across the globe and scaling operations to meet rapidly growing demand. Mr. Bylund is a passionate proponent of continuous improvement and has consistently demonstrated the ability to assemble and grow highly effective teams. He holds a B.S. in Accounting from Utah State University and an M.B.A. from Indiana University. | |

  13. ELECTION OF DIRECTORS

    | | Ralf Kuriyel joined Repligen in October 2016 as the Senior Vice President, R&D where he oversees the Company’s R&D efforts. Mr. Kuriyel was previously Vice President of Applications for the single-use business unit within the Life Sciences division of Pall Corporation (“Pall”), whose acquisition by Danaher Corporation was completed in August 2015. At Pall, Mr. Kuriyel served as Vice President of R&D, Field Applications and Process Development Services from November 2014 to October 2016. In addition, Mr. Kuriyel served as Vice President, Applications R&D at Pall from November 2011 to November 2014. Mr. Kuriyel received a B.S. and an M.S. in Chemical Engineering from Rensselaer Polytechnic Institute and has completed his coursework | | for the Tufts University Ph.D. program in Chemical Engineering. He is an inventor of multiple patents and has co-authored over 30 scientific publications on bioprocessing, including separations technologies, membrane separations methods, protein processing and enhanced microfiltration techniques. | |

  14. ELECTION OF DIRECTORS

    | | Brian Douglass was named Senior Vice President, CPO of the Company in December 2025, where he drives product strategy, portfolio vision and commercial execution. He joined Repligen in May 2024 as SVP, Filtration and Chromatography where he was responsible for driving the business strategy for several of the company’s flagship product lines. Prior to joining Repligen, he served as Vice President and General Manager, Cell Biology at Thermo Fisher Scientific. He previously served a combined eight years at Cytiva (a Danaher company, formerly known as GE Healthcare Life Sciences), holding the roles of Global Head of Product Management, and General Manager for the Cell Culture business. Earlier in his career, he held roles of increasing responsibility at Corning Life Sciences, the American Type Culture Collection and Avantor | | (formerly known as Mallinckrodt Baker). Mr. Douglass earned a B.S. in Microbiology from Pennsylvania State University and an M.S. in Biotechnology from Johns Hopkins University. | |

  15. ELECTION OF DIRECTORS

    | REPLIGEN CORPORATION | 13 | 2026 PROXY STATEMENT SUMMARY |

  16. ELECTION OF DIRECTORS

    | | Nicolas M. Barthelemy has served as a director of Repligen since June 2014. Mr. Barthelemy brings over 30 years of industry experience to the director role. Mr. Barthelemy served as President and CEO of bioTheranostics, a molecular diagnostics company, from September 2014 until February 2017. Prior to bioTheranostics, he served as President, Global Commercial Operations at Life Technologies, which was acquired by Thermo in February 2014. Prior to Life Technologies, Mr. Barthelemy was with Biogen Inc. (“Biogen”) for eight years, most recently as Vice President, Manufacturing and General Manager for the company’s manufacturing organization at Research Triangle Park. He began his career with Merck & | | Co., Inc. as a Senior Project Engineer, Vaccine Technology. Mr. Barthelemy also serves on the board of directors of three privately held companies: Avid Bioservices, Biocare Medical LLC and Slingshot Biosciences. Mr. Barthelemy previously served as a board member of Twist Bioscience, 908 Devices Inc. and Standard BioTools, Inc. (previously Fluidigm Corporation). He has been a Senior Advisor at Warburg Pincus since 2020. Mr. Barthelemy received a M.S. in Chemical Engineering from the University of California, Berkeley, and an engineering degree from Ecole Supérieure de Physique et Chimie Industrielles, Paris. Mr. Barthelemy’s qualifications to sit on the Company’s Board include his extensive experience in the bioprocessing field, including large scale biologics manufacturing, commercialization of consumables used in bioprocessing, and strategy and merger and acquisitions. | |

  17. ELECTION OF DIRECTORS

    | | Karen A. Dawes, our former Lead Independent Director and Chairperson of the Board, has served as a director of Repligen since September 2005 and she served as Lead Independent Director from September 2024 through March 2026. She is currently President of Knowledgeable Decisions, LLC, a management consulting firm. Ms. Dawes served from 1999 to 2003 as Senior Vice President and U.S. Business Group Head for Bayer Corporation’s U.S. Pharmaceuticals Group (“Bayer”). Prior to joining Bayer, she was Senior Vice President, Global Strategic Marketing, at Wyeth LLC (“Wyeth”), a pharmaceutical company (formerly known as American Home Products), where she held responsibility for worldwide strategic marketing. Ms. Dawes also served as Vice President, Commercial Operations for Genetics Institute, Inc., which was | | acquired by Wyeth in January 1997, designing and implementing that company's initial commercialization strategy to launch BeneFIX® and Neumega®. Ms. Dawes began her pharmaceuticals industry career at Pfizer, Inc. where, from 1984 to 1994, she held a number of marketing positions, serving most recently as Vice President, Marketing of the Pratt Division. At Pfizer, Inc., she directed launches of Glucotrol®/Glucotrol XL®, Zoloft®, and Cardura®. Ms. Dawes also serves on the board of directors of one publicly traded company: Barinthus Bio (formerly Vaccitech Limited), one private company, JPA Health, and one not-for-profit company, Medicines 360. Ms. Dawes received a B.A. and M.A. in English from Simmons University and a M.B.A. from Harvard University Graduate School of Business. Ms. Dawes’ qualifications to sit on the Company’s Board include her extensive strategic experience in both a managerial and consulting capacity with pharmaceutical companies as well as her considerable commercial background. | |

  18. ELECTION OF DIRECTORS

    | | Carrie Eglinton Manner has served as a director of Repligen since June 2020. She brings to the director role over 30 years of leadership experience across advanced diagnostics, clinical laboratory services and global healthcare technology. Ms. Eglinton Manner has served as President and CEO and a director of OraSure Technologies, Inc. (“OraSure”), since 2022. OraSure improves access, quality, and value in healthcare with innovation in effortless tests and sample management solutions. Together with its wholly-owned subsidiaries, DNA Genotek Inc., Sherlock Biosciences, Inc., and BioMedomics, Inc., OraSure is a leader in the development, manufacture and distribution of rapid diagnostic tests, sample collection and stabilization devices, and molecular service solutions designed to discover and detect critical medical conditions. Prior | | to OraSure, Ms. Eglinton Manner served as Senior Vice President, Advanced & General Diagnostics and Clinical Solutions at Quest Diagnostics, ("Quest") from 2017 to 2022. At Quest, Ms. Eglinton Manner oversaw value creation across the company’s $10 billion clinical portfolio, driving innovation in R&D, along with partnerships and acquisitions. She helped accelerate growth in Quest’s $2 billion Advanced Diagnostics portfolio, including oversight of specialty molecular and genetic offerings, pathology and its global and pharmaceutical services businesses. Prior to Quest, Ms. Eglinton Manner spent two decades at GE Healthcare building deep healthcare, commercial, operational and regulated manufacturing expertise. She served as President and CEO of four distinct global businesses ranging from $150 million to $3 billion in revenue, where she led complex diagnostic and life science product portfolios across multiple clinical and technology-driven markets, including diagnostic imaging, lab services and medical devices. Ms. Eglinton Manner also currently serves on the board of directors of Sapphiros (a KKR-backed platform building the next generation of diagnostic technologies), Team Pennsylvania, (a non-profit organization focused on accelerating Pennsylvania’s long-term economic future,) and Thrive Networks, (a not-for-profit organization pioneering evidence-based programs in water, sanitation and hygiene, healthy cities and resilient communities. Ms. Eglinton Manner holds a B.S. in Mechanical Engineering from the University of Notre Dame. Ms. Eglinton Manner’s qualifications to sit on the Company’s Board include her extensive executive service in the healthcare industry and proven track record of driving innovation, scaling complex diagnostic businesses and delivering strategic growth and transformation across global organizations. She brings to the Board deep expertise in launching and commercializing innovative products and technologies, integrating acquisitions, and building operations excellence with a commitment to quality. | |

  19. ELECTION OF DIRECTORS

    | REPLIGEN CORPORATION | 14 | 2026 PROXY STATEMENT SUMMARY |

  20. ELECTION OF DIRECTORS

    | | Konstantin Konstantinov, Ph.D., has served as a director of Repligen since May 2022. He has also been a member of our Scientific Advisory Board since March 2016. Dr. Konstantinov is currently Chief Technology Officer at Ring Therapeutics and Operating Partner at Flagship Pioneering. Dr. Konstantinov previously served as Chief Technology Officer at Codiak BioSciences (“Codiak”). Before joining Codiak, he was responsible for the late-stage bioprocess and technology development at Sanofi’s Boston hub, including all functions, from cell banking to fill/finish/lyophilization. Prior to Sanofi, Dr. Konstantinov worked for Bayer in Berkeley, California, advancing to the position of Head of Process Sciences. He has published 60 peer reviewed papers and has more than 15 patents and patent applications. During the last 30 years, Dr. | | Konstantinov has worked on the development and commercialization of various products, including monoclonal antibodies, blood factors and enzymes expressed in mammalian cells. Most recently, he has pioneered the development of an end-to-end integrated continuous biomanufacturing platform, which is becoming a strategic technological trend for the biomanufacturing industry worldwide. Dr. Konstantinov received his Ph.D. in Biochemical Engineering from Osaka University, Japan, which was followed by a post-doctoral assignment at DuPont and the University of Delaware. Dr. Konstantinov's qualifications to sit on the Company’s Board include his extensive senior leadership experience overseeing bioprocess development and technology at different biotechnology companies, including his experience in supporting the scale up and commericialization of various biotechnology products. | |

  21. ELECTION OF DIRECTORS

    | | Martin D. Madaus, Ph.D., has served as a director of Repligen since February 2023 and Chair of the Board since March 2026. Dr. Madaus joined the Board with over 25 years of industry experience, including five years as Chairman, President and CEO of Millipore Corporation, where he was integral to the company’s transformation into a life science leader, and its acquisition by Merck KGaA in 2010. He is an active board leader, currently serving as a director of Hologic, Inc., an innovative medical technology public company primarily focused on improving women's health and well-being through early detection and treatment, a position he has held since December 2024, Azenta Life Sciences, a public company focused on assisting life sciences organizations bring impactful breakthroughs and therapies to markets faster. Dr. Madaus | | previously served and as Chairman for Quanterix Corporation, a precision health technology public company and as a board member for mass cytometry player Standard BioTools, Inc. He also serves on the boards of three private companies: Unchained Labs, Emulate Inc. and Syntis Bio. Dr. Madaus is currently a senior operating executive at The Carlyle Group (since 2019), a multinational private equity and asset management services company. He previously served as Chairman and CEO at Ortho-Clinical Diagnostics from 2014 to 2019. His tenure with biopharmaceutical and diagnostic industry leader Roche Holding AG from 1996 to 2004 included his position from 2000 to 2004 as President and CEO, N.A. of Roche Diagnostics Corp. Dr. Madaus began his career as a veterinarian, before joining global pharmaceutical and diagnostic company Boehringer Mannheim Corporation (“Boehringer”). While at Boehringer, he held sales, marketing and product management roles from 1989 to 1996, until his move into general management coincided with the company’s acquisition by Roche in 1996. He holds a D.V.M. from the University of Munich in Germany and a Ph.D. from the University of Veterinary Medicine of Hanover in Germany. Dr. Madaus’ qualifications to sit on the Company’s Board include his extensive bioprocessing and biopharmaceutical industry experience, especially in the areas of strategy, mergers and acquisitions, and commercial operations. | |

  22. ELECTION OF DIRECTORS

    | | Rohin Mhatre, Ph.D., was appointed to the Board in March 2020. Dr. Mhatre brings 30 years of relevant experience to the director role, including his current position since October 2023 as Executive Vice President and Chief Technical Operations Officer at Parabilis Medicines (formerly FogPharma). Prior to that he served as Senior Vice President, Product and Technology Development of Biogen from 2017 to 2023. Dr. Mhatre has also held numerous other roles of increasing responsibility within Biogen, which he joined in 1996, including six years as Vice President of Biopharmaceutical Development, where he led a team responsible for cell line, cell culture, purification and device development. Earlier in Dr. Mhatre's career | | at Biogen, he focused on building out analytical development and technical services. Prior to Biogen, Dr. Mhatre led the purification and applications group at Applied BioSystems (formerly Perspective Biosystems). Dr. Mhatre holds a Ph.D. in Chemistry from Northeastern University. Dr. Mhatre’s qualifications to sit on the Board include his extensive technical expertise, his leadership abilities and his deep understanding of the dependencies between biological drug development and efficient manufacturing workflows. | |

  23. ELECTION OF DIRECTORS

    | REPLIGEN CORPORATION | 15 | 2026 PROXY STATEMENT SUMMARY |

  24. ELECTION OF DIRECTORS

    | | Glenn P. Muir has served as a director of Repligen since October 2015. Mr. Muir brings over 30 years of experience to the director role, including 26 years with Hologic, Inc. (“Hologic”), a large multi-national medical device and diagnostics company where he most recently served as CFO and Executive Vice President. Mr. Muir retired in May 2014 from Hologic, where he helped steer the company’s evolution from a venture-backed single product company to a publicly-traded diversified organization with over 5,000 employees and $2.5 billion in revenue. He joined Hologic in 1988 and served as CFO since 1992 and Executive Vice President since 2000. Prior to Hologic, Mr. Muir was with Metallon Engineered Materials Co., a private company where, from 1986 to 1988 he held the role of Vice President, Finance. | | Previously, from 1981 to 1984, he was a Senior Auditor with Arthur Andersen & Co. Mr. Muir has also served as a member of the board of directors of Neuronetics, Inc., a publicly-traded medical technology company, since July 2017. Previously, Mr. Muir served on the board of directors of G1 Therapeutics, Inc. from October 2015 to September 2024 and ReWalk Robotics Ltd. from July 2014 to December 2017. Mr. Muir is a Certified Public Accountant (inactive since 2022) with a B.A. from the University of Massachusetts, Amherst. He also earned a M.S. in Taxation from Bentley University and a M.B.A. from Harvard University. Mr. Muir’s qualifications to sit on Repligen’s Board include his extensive experience with integrating strategic acquisitions and leading the financial operations for a global manufacturing and commercial organization. | |

  25. ELECTION OF DIRECTORS

    | | Margaret A. Pax has served as a director of Repligen since March 2024. Ms. Pax brings over 30 years of experience leading the development and execution of growth strategies for global life sciences companies. This includes eight years with Thermo Fisher Scientific (“Thermo Fisher”), where, from 2016 to 2020, she served as Vice President, Strategy and Innovation for Fisher Clinical Services, the market leader in outsourced clinical trial support services. Ms. Pax’s background also includes her position as Senior Director, Corporate Development & Strategy at Thermo Fisher from 2013 to 2016, where she led acquisitions and strategy programs. Earlier, she was the Senior Director, Portable Analytical | | Instrumentation for Thermo Fisher from 2012 to 2013. From 1989 to 2000, Ms. Pax was with Philips Healthcare, a leading medical device company, where she held senior leadership roles in Business Development, Marketing and Product Management. Ms. Pax has also held several entrepreneurial leadership positions, including as Vice President, Business and Clinical Development from 2006 to 2011 with Microchips Biomedical, a drug delivery company that was acquired by Daré Bioscience. From 2023 to 2024, Ms. Pax was an independent board director at Alimera Sciences, a Nasdaq-listed pharmaceutical company which was acquired by ANI Pharmaceuticals in 2024. Ms. Pax is an independent director of Jellagen, a privately-held UK biomaterials company. She previously sat on the board of the U.S. subsidiary of BioPorto A/S, a Danish-based kidney biomarker company from 2021 to 2024. Ms. Pax holds a B.A. from the College of Holy Cross, and an M.B.A. from Harvard Business School. Ms. Pax’s qualifications to sit on Repligen’s Board include extensive experience leading commercial, strategic and acquisition programs for healthcare and life sciences companies. | |

  26. ELECTION OF DIRECTORS

    CERTAIN RELATIONSHIPS AND RELATED PERSONS TRANSACTIONS No family relationship exists among the officers and directors of Repligen. The Audit Committee conducts an appropriate review of all related party transactions for potential conflict of interest situations on an ongoing basis, and the approval of the Audit Committee is required for all such transactions. The term “related party transactions” shall refer to transactions required to be disclosed by the Company pursuant to Item 404 of Regulation S-K promulgated by the Securities and Exchange Commission (“SEC”). FMR LLC (“Fidelity”) beneficially owned approximately 5.1% of our common stock as of December 31, 2025. Fidelity, or one or more of its affiliates, is the third-party administrator for the Company’s equity compensation plan, the Company’s 401(k) retirement plan, and the Non-Employee Directors Deferred Compensation Plan and also provides management services for the Company’s Health Savings Account and Flexible Spending Account programs. The Company paid Fidelity approximately $172,528 in 2025 related to these services. There have been no other transactions or series of similar transactions to which we were, or will be, a party in which the amount involved exceeded, or will exceed, $120,000 and in which any director, executive officer, holder of five percent or more of any class of our capital stock or any member of the immediate family of, or entities affiliated with, any of the foregoing persons, had, or will have, a direct or indirect material interest.

  27. COMPENSATION DISCUSSION AND ANALYSIS

    Role of Compensation Consultant In establishing compensation levels for each executive officer, the Compensation Committee has the authority to engage the services of outside experts. In the fiscal year ended December 31, 2025, the Compensation Committee retained Meridian Compensation Partners, LLC (“Meridian”), an independent compensation consulting firm, to assist the Compensation Committee in assessing the competitiveness and effectiveness of the Company’s executive compensation programs. In addition, our finance and human resources departments support the Compensation Committee in its work and act in accordance with the direction given to them to administer our compensation programs. The Compensation Committee has assessed any potential conflicts of interest raised by the work of Meridian pursuant to the Securities and Exchange Commission (“SEC”) rules, and has determined that no such conflicts of interest exist. During the fiscal year ended December 31, 2025 and in March 2026, the Compensation Committee held meetings with management and representatives of Meridian to: ▪ Review our compensation objectives; ▪ Review the actual compensation of our executive officers for consistency with our objectives; ▪ Analyze trends in executive compensation; ▪ Assess our variable cash compensation structure, as well as incentive plan components and mechanics, to ensure an appropriate correlation between pay and performance with resulting compensation opportunities that balance returns to the Company and its shareholders; ▪ Assess our equity-based award programs against our objectives of executive incentive, retention and alignment with shareholder interests; ▪ Review our compensation peer group and consider appropriate changes related to the realignment of our business; ▪ Benchmark our executive cash compensation and equity-based award programs, and assess our pay versus performance against our peer group; and ▪ Review recommendations for fiscal year 2026 compensation for appropriateness relative to our compensation objectives. Use of Peer Group to Benchmark Compensation Meridian provided the Compensation Committee with an analysis of base salary, target bonus, target total cash, long-term incentive value and design, and target total compensation for executives, as well as an analysis of cash and equity compensation for non-employee directors based on data derived from a 16-company compensation peer group. The 2025 peer group was composed of comparable companies in the bioprocessing, life sciences research tools and health care supplies industries with median revenues of $1.1 billion, as compared to the Company’s 2025 revenue of $738 million. Based on this selection criteria, the Compensation Committee approved the following peer group for 2025 compensation decisions:

  28. COMPENSATION DISCUSSION AND ANALYSIS

    Each year, Meridian, in conjunction with our Compensation Committee, re-evaluates our peer group in light of developments in the market and our industry and the evolution of the Company (e.g., revenue and market capitalization). As a result of this review, the 2025 peer group differs from the 2024 peer group in the following respects: one company was removed from the peer group (Avid Bioservices, Inc.) compared to the prior year. This change was made to improve the alignment of revenue size of the peer group to that of the Company while maintaining companies of similar business focus. The Compensation Committee uses the peer group compensation data as one of several factors in determining appropriate compensation parameters for base salary, variable cash compensation and equity-based, long-term incentives. While the Compensation Committee generally targets each NEO’s total compensation to be within a competitive range of the 50th to 75th percentile of the peer group, it considers a number of additional factors to determine the appropriate level of each NEO’s total compensation and each component of compensation, including Company performance and the relevant executive’s

  29. COMPENSATION DISCUSSION AND ANALYSIS

    performance, experience, responsibilities and impact. Due to these other factors, the Compensation Committee may set an NEO’s compensation below, at, or above the 50th percentile of the peer group. EXECUTIVE COMPENSATION Base Salary Base salary represents the fixed portion of an executive officer’s compensation and is intended to provide compensation for day-to-day performance. The Compensation Committee believes that a competitive base salary is a necessary element of any compensation program that is designed to attract and retain talented and experienced executives. Each executive officer’s base salary is initially determined upon hire or promotion based on arms-length negotiations, the executive officer’s responsibilities, prior experience, individual compensation history and salary levels of other executives within the Company and similarly situated executives within our peer group. Base salary is typically reviewed annually and may be adjusted based on the executive officer’s responsibilities, prior experience, individual compensation history and salary levels of other executives within the Company and similarly situated executives within our peer group. The Compensation Committee believes that the base salaries paid to our executive officers during the fiscal year ended December 31, 2025 achieved the Company’s compensation objectives. Base salaries for the NEOs for 2025 and 2024 are as follows:

  30. COMPENSATION DISCUSSION AND ANALYSIS

    (1) Base salary increases in 2025 for Mr. Loeillot represents a market increase to address gaps identified to meet the market 50th percentile. For 2024, this reflects Mr. Loeillot’s base salary as of December 31, 2024. Mr. Loeillot was appointed President and CEO effective September 1, 2024. His annualized base salary from January 1, 2024 through August 30, 2024 in his position as President and CCO was $600,000 and his base salary from September 1, 2024 through December 31, 2024 in his position as President and CEO was $750,000. (2) Base salary increases for Messrs. Garland and Bylund represent the Company's standard merit increase. (3) Base salary increase for Mr. Kuriyel represents the standard merit increase and a market increase to address gaps identified to meet the market 50th percentile. (4) Base salary increase for Mr. Douglass represents the standard merit increase. The 2025 amount represents his base salary from January 1, 2025 through December 30, 2025, prior to appointment to Senior Vice President, Chief Product Officer. Annual Cash Incentive Compensation (Short-Term Incentive) Plan In 2025, NEOs were eligible to earn cash incentive bonuses under the Company's Annual Cash Incentive Compensation Plan (the “Plan”), to incentivize and reward NEOs for achieving certain performance goals that drive Company performance, align pay and performance, and support the long-term growth of the Company. The Company’s NEOs, other than the CEO, were eligible to receive annual cash incentive compensation based on achievement of (i) Company-wide performance goals (the “Company Objectives”) and (ii) performance objectives tied to individual results for their respective functional areas (the “Individual Performance Objectives”). As the Company’s current CEO, Mr. Loeillot is responsible for developing Company strategy and overseeing all of the Company’s corporate functions, product development and commercial activities. Because of these responsibilities, Mr. Loeillot’s incentive payouts are calculated based solely on Company Objectives to closely align his compensation with the Company’s performance. At the beginning of 2025, the Compensation Committee established each NEO’s target annual cash incentive compensation (the “Target Award”) at a level that represents a meaningful portion of each NEO’s cash compensation. In addition, the Compensation Committee set threshold, target and maximum performance goals and related payout levels taking into account annual cash incentive compensation levels for comparable positions within our peer group and our own historical practices. An NEO could earn between 0% and 200% of the NEO’s Target Award for achievement of Corporate Objectives, dependent upon the level of achieved performance. After the end of fiscal year 2025, the Compensation Committee evaluated achievement of the Company Objectives and each NEO’s Individual Performance Objectives, for those with individual performance objectives, and determined each NEO’s annual cash incentive compensation based on such achievement.

  31. COMPENSATION DISCUSSION AND ANALYSIS

    Annual Cash Incentive Compensation (Short-Term Incentive) Plan Protocol The Compensation Committee administers the Plan: 1. At the beginning of the fiscal year, the CEO, with assistance from senior management, proposes annual Company Objectives, Individual Performance Objectives for NEOs other than himself, measurement criteria and weightings, which are subject to review and approval by the Compensation Committee. 2. At the beginning of the following fiscal year, the CEO evaluates performance levels and the achievement of these annual Company Objectives and Individual Performance Objectives, which are subject to review and approval by the Compensation Committee. Specific bonus award recommendations for all participants (except the CEO) are submitted by the CEO to the Compensation Committee for review and approval. 3. The Compensation Committee determines the size of the overall bonus pool and the bonus awards for individual participants based on the Target Awards, the Company’s performance against the Company Objectives and, in the case of executive officers other than the CEO, achievement of Individual Performance Objectives. Selection of 2025 Performance Measures and Goals Generally, the Company must attain a minimum level of achievement of its Company Objectives for any payment to be made pursuant to the Plan, and the Compensation Committee may, at its discretion, elect to adjust bonuses upward or downward, or not to pay bonuses at all. The Target Award and the weight assigned to Company Objectives and Individual Performance Objectives were determined for each executive officer based upon arms-length negotiations for newly hired executives and the executive officer’s position and competitive market data derived from our peer group. The final incentive payout is determined for each executive officer based on the achievement of Company Objectives and Individual Performance Objectives (other than for the CEO, whose annual cash incentive is determined based solely on Company Objectives) defined for each organizational level and position and the Target Award. Our Company is focused on driving above-industry level growth through internal innovation, acquisitions and expansion of applications for our bioprocessing solutions. With our focus on growth, we believe that adjusted revenue and adjusted earnings per share (“EPS”) were relevant targets to reflect topline success, balanced with our ability to leverage investments in research and development (“R&D”), people and capacity. We assigned equal weighting to each of these Company Objectives. We believe our executive team can directly impact these Company Objectives, which drive shareholder value. The Company Objectives are designed to be challenging, yet reasonably achievable at target. Threshold and maximum levels are designed based on past performance and current annual planned scenarios to ensure alignment and maximized performance and motivation by employees and executive team. Company Objectives For the 2025 Plan, the Compensation Committee set the following Company Objectives and related payout levels: ▪ Adjusted revenue — The Compensation Committee set the adjusted revenue target for 2025 at $705 million, which if achieved would have resulted in a payout of 100% of each NEO’s Target Award with respect to the adjusted revenue metric portion of the Target Award. The table below illustrates performance achievement and payout with respect to the adjusted revenue metric portion:

  32. COMPENSATION DISCUSSION AND ANALYSIS

    | Adjusted Revenue - 50% Weighting | Performance Achievement (% of Target) | Payout (% of Target) | | Threshold | 80% | 40% | | Target | 100% | 100% | | Maximum | 120% | 200% |

  33. COMPENSATION DISCUSSION AND ANALYSIS

    | Adjusted EPS - 50% Weighting | Performance Achievement (% of Target) | Payout % | | Threshold | 70% | 0% | | Target | 100% | 100% | | Maximum | 130% | 200% |

  34. COMPENSATION DISCUSSION AND ANALYSIS

    (1) Each NEO’s cash incentive amount is determined using the following formula: (Base Salary x Bonus Target %) x (Company Objectives achievement %) + (Base Salary x Bonus Target %) x (Performance Objectives Tied to Individual Results achievement %) = Cash Incentive Payment. The Company Objectives achievement % is 100% of our CEO’s annual cash incentive. For our other NEOs, with the exception of Mr. Douglass, their annual cash incentive is split 75%/25% based on Company Objective achievement %/Individual Results achievement %. Mr. Douglass's annual cash incentive for 2025 is split 60%/40% based on Company Objective achievement %/Individual Results achievement %. (2) Mr. Douglass was appointed Senior Vice President, Chief Product Officer, effective December 31, 2025. His target bonus for the fiscal year ended December 31, 2025 is reflective of his prior position as Senior Vice President, Filtration and Chromatography. Achievement of 2025 Company Objectives The following table summarizes our target performance and actual achievement in accordance with the performance measures as described above:

  35. COMPENSATION DISCUSSION AND ANALYSIS

    | Short-Term Incentive Plan Metric | Fiscal 2025 Target ($) | Fiscal 2025 Results ($) | Metric Achievement (%) | Metric Payout (%) | | | (in millions, except for per share and percentage amounts) | | | | | Adjusted Revenue (1) | $705 | $717 | 102% | 109% | | Adjusted EPS (2) | $1.83 | $1.78 | 97% | 91% | | Weighted Payout | | | | 100% |

  36. COMPENSATION DISCUSSION AND ANALYSIS

    EQUITY INCENTIVE COMPENSATION The Compensation Committee believes that equity incentives in the form of stock options, restricted stock units subject to time-based vesting (“RSUs”) and performance-based restricted stock units (“PSUs”) are effective vehicles for long-term compensation. Equity incentives align individual and team performance with the achievement of the Company’s strategic and financial goals, long-term value creation, and shareholders’ interests. PSUs reward executive officers only if the Company meets certain specified financial and/or operational metrics. Stock options reward executive officers only if the stock price increases from the date of grant

  37. COMPENSATION DISCUSSION AND ANALYSIS

    over time. RSUs are impacted by all stock price changes, so the value to the executive officers is affected by both increases and decreases in stock price from the market price at the date of grant. For 2025, the Compensation Committee considered a number of factors in determining how much, if any, equity incentive compensation to grant to the executive officers, including: ▪ the value and form of long-term incentives granted to similarly situated executives within our peer group; ▪ the performance of the Company during the fiscal year; ▪ the number of shares subject to, and exercise price of, outstanding options, both vested and unvested, held by the executive officers; ▪ the number of unvested RSUs held by the executive officers; ▪ the vesting schedule of the unvested equity awards held by the executive officers; ▪ the financial statement impact of any equity award; ▪ the amount and percentage of the total equity on a diluted basis held by the executive officers; and ▪ the available shares under the Company’s equity incentive plan. Based on its evaluation of the foregoing factors, the Compensation Committee determined that each continuing NEO’s annual 2025 target LTI value would be allocated among three equity vehicles as shown in the graph below: 2025 Equity Grants In 2025, the Compensation Committee granted the following long-term incentive compensation awards to each of the NEOs:

  38. COMPENSATION DISCUSSION AND ANALYSIS

    | Name | Number of Shares Underlying Stock Options (#) | Restricted Stock Units (#) | Target PSUs (#) | Target Long-Term Incentive ($) | | Olivier Loeillot | 13,627 | 14,480 | 7,240 | 4,470,479 | | Jason K. Garland | 6,056 | 6,435 | 3,217 | 1,986,636 | | James Bylund (1) | 6,056 | 6,435 | 3,845 | 2,076,471 | | Ralf Kuriyel (1) | 4,542 | 4,826 | 3,041 | 1,579,813 | | Brian Douglass (2) | 2,143 | 4,540 | 1,144 | 1,096,688 |

  39. COMPENSATION DISCUSSION AND ANALYSIS

    (1) On January 1, 2025, Messrs. Bylund and Kuriyel each received PSU grants of 628 target units, based on the achievement of specified goals related to the integration of Tantti Laboratory, Inc., which was acquired in December 2024. The shares subject to these awards vest in substantially equal installments on January 1, 2026 and January 1, 2027, subject to continued employment through such dates and achievement of specific goals. These were granted in addition to the "2025 Equity Grants" as described below. As part of the 2025 Equity Grants described below, Mr. Douglass was only granted RSUs, reflective of his prior position as Senior Vice President, Filtration and Chromatography. On December 31, 2025, Mr. Douglass received a stock option grant of 2,143 options, an RSU grant of 2,288 units and a PSU grant of 1,144 target units as a result of his appointment as Chief Product Officer and Senior Vice President, effective December 31, 2025. Mr. Douglass's option and RSU grants were granted in alignment with the methodology discussed below and his PSU grant was made consistent with the framework outlined under the "Looking Ahead to 2026" section described below.

  40. COMPENSATION DISCUSSION AND ANALYSIS

    The 2025 Equity Grants consist of the following: Stock Options. Stock options granted to each NEO vest in equal annual installments over three years following the grant date, provided that the NEO is continuously employed through the applicable vesting date. Stock options allow our executive officers to purchase a fixed number of shares of our Common Stock for a fixed price (i.e., exercise price) during a fixed period. The exercise price is equal to the closing price of one share of the Company’s Common Stock on the date of grant. A stock option only has value if our share price increases from the price on the grant date. ▪ RSUs. Time-based RSUs granted to each NEO vest in equal annual installments over three years following the grant date, provided that the NEO is continuously employed through the applicable vesting date. The number of RSUs that vest is settled in a like number of shares of our Common Stock. ▪ PSUs. PSUs granted to each NEO vest 50% based on three-year average base organic revenue growth rate and 50% based on Adjusted Return on Invested Capital (“Adjusted ROIC”), in each case over the three-year performance period from January 1, 2025 to December 31, 2027. We have omitted the specific revenue and Adjusted ROIC thresholds, targets and maximums because they involve confidential financial information, the disclosure of which would result in competitive harm to the Company and would be against industry norms. However, we have set performance goals at challenging levels, which we believe are difficult to achieve and would require substantial and sustained performance to be achieved at target levels. Repligen is a high-growth, acquisitive, innovation-driven company, the Compensation Committee believes that revenue growth and Adjusted ROIC are metrics that reflect business performance and that create shareholder value. Linear interpolation is applied to determine the percentage of PSUs that vest and are earned where performance falls between the threshold, target, and maximum goals. For any portion of the PSUs to be earned and to vest, threshold performance must be achieved with respect to the relevant performance measure. 50% of the target award is earned for threshold performance and 200% of the target award is earned for maximum performance. The PSUs that vest at the conclusion of the performance period are settled in a like number of shares of our Common Stock. Looking Ahead to 2026 The Compensation Committee has made several decisions relating to the long-term equity incentive beginning with awards granted in fiscal 2026 fiscal, including: • Maintaining the target long-term incentive allocation (50%, 25% and 25% for RSUs, PSUs and stock options, respectively). • Pertaining to the PSUs: o Maintaining the average organic revenue growth ("AORG") rate as a performance based metric; o Adding relative total shareholder return ("rTSR") as a performance-based metric to provide an external performance measure directly linking NEO compensation with shareholder value. This will be measured over a three-year performance period; o Replacing Adjusted ROIC performance metric with rTSR; and o Maintaining a 50% weighting for each performance metric (i.e. AORG and rTSR) in determining overall PSU award size, with payouts ranging from 0% to 200% of target depending on actual performance. The PSUs granted to Mr. Douglass on December 31, 2025 are subject to the performance conditions described above. With respect to the portion of the PSUs based on the rTSR component, we have selected a the Life Science Tools & Services companies in the Russell 1000 Index as the TSR peer group, and performance will be measured over a three-year performance period from January 1, 2026 to December 31, 2028. These PSUs will vest based on achievement of rTSR at the 25th, 50th and 75th percentile rankings of the peer group, representing threshold, target and maximum achievement, respectively. If achievement is below the 25th percentile, no payout is awarded. 50% of the target award is earned for threshold performance and 200% of the target award is earned for maximum performance. Straight-line interpolation will be applied if performance is between the threshold and target, and target and maximum goals. Long-term Equity Incentive Payout for NEOs for 2025 In 2023, the Compensation Committee granted PSU awards to Messrs. Bylund and Kuriyel, subject to a three-year performance period ending December 31, 2025. At the time of this long-term equity incentive award, Messrs. Loeillot, Garland and Douglass were

  41. COMPENSATION DISCUSSION AND ANALYSIS

    not employed by the Company. At the end of the three-year performance period, these PSU award metrics were not attained and thus the 2023 PSUs were forfeited in their entirety. For more information on these PSUs see the section titled ”Proxy Statement Summary – Long-term Equity Incentive payout for NEOs for 2025” on page 6. POLICIES AND PRACTICES RELATED TO THE GRANTS OF CERTAIN EQUITY AWARDS It is the policy of the Board and the Compensation Committee to not take material nonpublic information into account when determining the timing of equity awards in order to take advantage of a depressed stock price or an anticipated increase in stock price. Similarly, it is our practice not to time the release of material nonpublic information based on equity award grant dates or for the purpose of affecting the value of executive compensation. There were no equity awards granted to the Company’s NEOs in 2025 during the period from four business days before to one business day after the filing of the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, or the filing or furnishing of any Current Reports on Form 8-K that disclosed material nonpublic information. CLAWBACK POLICY In October 2023, the Compensation Committee adopted the Repligen Corporation Compensation Recovery Policy (the “Clawback Policy”) which provides that if the Company is required to prepare an accounting restatement due to the Company’s material non-compliance with any financial reporting requirement we are required to recoup (subject to certain limited exceptions described in the Clawback Policy) any cash or equity incentive compensation received by any current or former executive officer in the three years prior to the date we are required to restate our financial statements that is in excess of the amount that would have been received based on the restated financial statements. In addition, under the Clawback Policy, in the event that we are required to restate our financial statements due to material noncompliance with any financial reporting requirement under securities laws, we may recover (i) any cash or equity incentive compensation received by any other current or former employee of the Company in the three years prior to the date we are required to restate our financial statements that is in excess of the amount that would have been received based on the restated financial statements if we determine that the employee committed certain acts or omissions that materially contributed to the circumstances requiring the restatement and (ii) up to 100% of the cash and equity incentive compensation received by any current or former employee of the Company in the three years prior to the date we are required to restate our financial statements if we determine that the employee committed certain acts or omissions that materially contributed to the circumstances requiring the restatement. A copy of the Clawback Policy is included as Exhibit 97.1 to our Form 10-K. OTHER COMPENSATION All full-time employees, including the executive officers, are eligible to participate in the Company’s health and welfare benefit programs, including medical, dental and vision care coverage, disability and life insurance and the Company’s 401(k) plan. Under the 401(k) plan, the Company matches 50% of the first 6% of eligible compensation contributed by employees. TAX AND ACCOUNTING CONSIDERATIONS We have not provided or agreed to provide any of the Company’s executive officers or directors with a gross-up or other reimbursement for tax amounts they might pay pursuant to Section 4999 or Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”). Sections 280G and 4999 of the Code provide that executive officers and directors who hold significant shareholder interests and certain other service providers could be subject to significant additional taxes if they receive payments or benefits in connection with a change in control of the Company that exceed certain limits, and that we or our successor could lose a deduction on the amounts subject to the additional tax. Section 409A also imposes additional significant taxes on the individual in the event that an employee, director or service provider receives “deferred compensation” that is not exempt from or does not meet the requirements of Section 409A. For the Company’s financial statements, cash compensation, such as salary and bonus, is expensed. For income tax returns, cash compensation is generally deductible except as set forth below. For equity-based compensation, we expense the fair value of such grants over the requisite service period. Generally, Section 162(m) of the Code disallows a federal income tax deduction for public corporations of remuneration in excess of $1 million paid for any fiscal year to a “covered employee” of the Company. The Compensation Committee believes that shareholder interests are best served if the Compensation Committee retains maximum flexibility to design executive compensation programs that meet stated business objectives. For these reasons, the Compensation Committee, while considering tax deductibility as a factor in determining executive compensation, may not limit such compensation to those levels that will be deductible, particularly in light of the expansion of the covered employee group and the elimination of the exception for performance-based compensation under Section 162(m).

  42. COMPENSATION DISCUSSION AND ANALYSIS

    | Name and Principal Position | Year | Salary ($) | Bonus ($) | Stock Awards ($)(3) | Option Awards ($)(3) | Non-Equity Incentive Plan Compensation ($)(4) | All Other Compensation ($)(5) | Total ($) | | Olivier Loeillot President and Chief Executive Officer (1) | 2025 | 860,000 | — | 3,374,853 | 1,095,626 | 774,000 | 10,292 | 6,114,771 | | | 2024 | 650,000 | — | 4,582,286 | 1,452,448 | 494,625 | 5,000 | 7,184,359 | | | 2023 | 138,462 | 1,350,000 | 1,999,914 | 1,956,689 | — | — | 5,445,065 | | Jason K. Garland Chief Financial Officer | 2025 | 566,500 | — | 1,499,727 | 486,909 | 430,186 | 5,000 | 2,988,322 | | | 2024 | 550,000 | — | 734,225 | 246,199 | 389,400 | 187,592 | 2,107,416 | | | 2023 | 137,500 | 100,000 | 874,922 | 868,562 | — | 45,487 | 2,026,471 | | James Bylund Chief Operating Officer | 2025 | 481,197 | — | 1,589,562 | 486,909 | 365,409 | 9,442 | 2,932,519 | | | 2024 | 467,181 | — | 2,512,360 | 842,327 | 343,904 | 5,000 | 4,170,772 | | | 2023 | 467,181 | — | 2,498,846 | 772,403 | — | 5,000 | 3,743,430 | | Ralf Kuriyel Senior Vice President, Research and Development | 2025 | 420,548 | — | 1,214,631 | 365,182 | 319,354 | 9,206 | 2,328,921 | | | 2024 | 396,743 | — | 1,017,509 | 341,244 | 233,642 | 5,000 | 1,994,138 | | | 2023 | 396,743 | — | 938,857 | 320,882 | — | 5,000 | 1,661,482 | | Brian Douglass Senior Vice President, Chief Product Officer (2) | 2025 | 417,150 | — | 912,284 | 184,404 | 212,747 | 8,209 | 1,734,794 |

  43. 2025 Summary Compensation Allocations

    | | Payments and Benefits | | | | | Name | Base Salary Continuation ($) | Value of Accelerated Vesting of Equity Awards ($)(1) | Value of Health Insurance Under COBRA ($) | Total ($) | | Olivier Loeillot | 1,290,000 | 5,239,796 | 47,769 | 6,577,565 | | Jason K. Garland | 563,825 | 1,036,340 | 31,846 | 1,632,011 | | James Bylund | 479,609 | 2,762,303 | 20,696 | 3,262,608 | | Ralf Kuriyel | 413,481 | 1,290,812 | 37,964 | 1,742,257 | | Brian Douglass | 450,000 | 218,425 | — | 668,425 |

  44. 2025 Summary Compensation Allocations

    | | Payments and Benefits | | | | | | Name | Base Salary and Target Bonus Payment ($) | Pro-Rata Bonus Payout ($) | Value of Accelerated Vesting of Equity Awards ($)(1) | Value of Health Insurance Under COBRA ($) | Total ($) | | Olivier Loeillot | 3,268,000 | 774,000 | 9,233,461 | 47,769 | 13,323,230 | | Jason K. Garland | 1,487,063 | 424,875 | 2,690,432 | 47,769 | 4,650,139 | | James Bylund | 1,263,142 | 360,898 | 4,619,280 | 31,044 | 6,274,364 | | Ralf Kuriyel | 1,103,939 | 315,411 | 2,474,131 | 56,946 | 3,950,427 | | Brian Douglass | 1,181,250 | 337,500 | 842,896 | — | 2,361,646 |

  45. 2025 Summary Compensation Allocations

    | Name | Fees Earned or Paid in Cash ($) | Stock Awards ($)(1)(3) | Option Awards ($)(1)(3) | All Other Compensation ($)(2) | Total ($) | | Nicolas M. Barthelemy | 76,472 | 119,932 | 115,343 | — | 311,747 | | Karen A. Dawes | 120,000 | 119,932 | 115,343 | — | 355,275 | | Carrie Eglinton Manner | 70,000 | 119,932 | 115,343 | — | 305,275 | | Tony J. Hunt | — | — | — | 671,000 | 671,000 | | Konstantin Konstantinov | 65,000 | 119,932 | 115,343 | — | 300,275 | | Martin D. Madaus | 81,000 | 119,932 | 115,343 | — | 316,275 | | Rohin Mhatre | 70,000 | 119,932 | 115,343 | — | 305,275 | | Glenn P. Muir | 105,000 | 119,932 | 115,343 | — | 340,275 | | Margaret A. Pax | 83,528 | 119,932 | 115,343 | — | 318,803 |