Bristol-myers Squibb Company · NYSE:BMY
Bristol-myers Squibb — Shareholder Meeting (April 2015)
15 slides from Bristol-myers Squibb's shareholder meeting presentation, Apr 24, 2015
Slide 1: Executive Compensation and Governance Practices April 2015
Executive Compensation and Governance Practices April 2015
Slide 2: Executive Summary
Executive Summary 2 Transformative period for Bristol-Myers Squibb with continued evolution in 2014 Ongoing strategic shift from a biopharmaceutical company to a diversified specialty BioPharma company Execution on CEO succession plan; new CEO and Board chair in place as of 2015 Successful execution
Slide 3: Company Overview: Diversified Specialty BioPharma Company
Company Overview Diversified Specialty BioPharma Company Our company combines: Cardiovascular - Agility and research prowess of a biotech Resources and financial stability of a large pharmaceutical company - Immuno-science Virology Global franchise with diversified revenue mix Neuroscience Strong pr
Slide 4: 2014 Company Performance
4 2014 Company Performance 4 2014 was a transformational year in which we: Achieved significant R&D pipeline and regulatory milestones Realized strong sales growth of our priority products Sold our interest in our Diabetes Alliance to focus on diversifying our research and commercialization in speci
Slide 5: Key Achievements during CEO Tenure
Key Achievements during CEO Tenure Drug Approvals* *Years represent first major market approval (US, EU or Japan) Operational and Strategic Guided the company through its evolution into a diversified specialty BioPharma company Sharpened R&D focus on specialty products Developed innovative R&D pipel
Slide 6: CEO Pay Aligns with Short and Long-Term Performance
6 CEO Pay Aligns with Short and Long-Term Performance Our TSR, market cap and P/E ratio have grown significantly over CEO Andreotti’s tenure TSR over CEO tenure* was 179%, strongly outperforming peer group (143%) and S&P 500 (105%) Market cap more than doubled (increasing by $54B) P/E ratio more tha
Slide 7: Executive Compensation Framework
Executive Compensation Framework 7 Our Compensation Philosophy Pay for Performance A substantial portion of compensation is variable and at-risk based on financial and operational results, progress against goals and company TSR Competitive Pay Program Attracts and retains talented executives capable
Slide 8: Plan Structure Aligns Pay with Performance
Plan Structure Aligns Pay with Performance Allows us to attract and retain talent in a highly competitive labor market Set based on pay levels of comparable positions within peer group, as well as qualifications, experience and role criticality Merit increases based on individual performance and siz
Slide 9: Long-Term Incentive Plan is 100% Performance-Based
Long-Term Incentive Plan is 100% Performance-Based Total Revenues: 30% *The number of shares earned from MSUs can increase or decrease, in proportion to the change in our share price over the one-, two-, three-and four-year performance periods. The minimum share price achievement required to earn an
Slide 10: Rigorous Incentive Target Setting
Rigorous Incentive Target Setting Our compensation program and incentives are designed to motivate our executives to deliver high performance with the highest integrity in a competitive labor market Performance targets, both financial and individual, in our incentive plans are: Clear and pre-defined
Slide 11: 2014 Compensation Updates
Added a pipeline metric to our annual bonus plan and a relative 3-year TSR modifier to our PSU awards Reduced duplication of performance measures between annual and long-term incentive plans 2014 Compensation Updates 11 Enhanced Performance Metrics In 2014, we engaged institutional stockholders hold
Slide 12: Committed to Sound Corporate Governance
12 Committed to Sound Corporate Governance 12 Ability to call special meetings (25%) No supermajority voting provisions for common stockholders No stockholder rights plan Semi-annual political contributions disclosures Stockholder Rights Board Accountability Annual election of Directors Majority vot
Slide 13: Exclusive Forum Charter Amendment Protects Stockholders
Exclusive Forum Charter Amendment Protects Stockholders Our Board has proposed a charter amendment to designate Delaware Court of Chancery as the exclusive forum for specified legal actions The Delaware Court of Chancery is widely regarded as the preeminent court for disputes in terms of precedent,
Slide 14: Our Governance Profile Makes Written Consent Unnecessary
Our Governance Profile Makes Written Consent Unnecessary Our governance structure provides stockholders with strong rights and establishes meaningful board accountability, including: Right to call a special meeting Majority vote standard Annual director elections Support for the stockholder proposal
Slide 15: Forward-Looking Information
Forward-Looking Information This presentation contains statements about the Company’s future plans and prospects that constitute forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from
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