v3.25.1
Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Pay vs Performance Disclosure      
Pay vs Performance Disclosure, Table

As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive “compensation actually paid” and certain financial performance of our Company.

    

    

    

Average

    

    

Value of Initial

    

Summary

Average

Fixed $100

Summary

Compensation

Compensation

Investment Based

Compensation

Compensation

Table Total for

Actually Paid to

On Total

Table Total for

Actually paid to

 

Non-CEO NEOs

 

Non-CEO NEOs

 

Stockholder

Year

Mr. Bashan (1)

Mr. Bashan (2)

 

(3)

(4)

 

Return (5)

Net Income (6)

2024

$

1,527,792

$

524,655

$

749,713

$

488,529

$

105.62

$

2,932,000

2023

$

2,684,941

$

3,186,324

$

902,702

$

1,094,613

 

129.93

$

8,312,000

2022

$

1,468,296

$

1,899,221

$

795,773

$

1,056,338

 

37.74

$

(14,927,000)

(1)The dollar amounts reported are the amounts reported in the “Total” column of the Summary Compensation Table for Mr. Bashan, our President and Chief Executive Officer.
(2)The dollar amounts reported represent the amount of “compensation actually paid” to Mr. Bashan, as computed in accordance with SEC regulations. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Mr. Bashan during the applicable year. In accordance with SEC regulations, the following adjustments were made to Mr. Bashan’s total compensation to determine the compensation actually paid:

    

    

Less: Summary

    

    

Summary

Compensation

Equals:

Compensation

Table Reported

Compensation

Table Total for

Value of Equity

Plus: Equity Award

Actually paid to

Year

Mr. Bashan

Awards (a)

Adjustments (b)

Mr. Bashan

2024

$

1,527,792

$

1,037,121

$

33,984

$

524,655

2023

$

2,684,941

$

1,308,118

$

1,809,501

$

3,186,324

2022

$

1,468,296

$

995,140

$

1,426,065

$

1,899,221

(a)Represents the aggregate grant-date fair value of equity awards as reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for the applicable year.
(b)The equity award adjustments for each applicable year were as set forth in the table below. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The amounts deducted or added in calculating the equity award adjustments are as follows:

    

    

    

    

    

Fair Value

    

    

at the End

Value of

of the Prior

Dividend

Year over Year

Year End

Year of

Equivalents

Change in fair

Fair Value

Year over Year

Equity

Accrued or

Value of

of Vested

Change in Fair

Awards that

other Earnings

Year End Fair

Outstanding

Equity

Value of Equity

Failed to

Paid on Stock

Value of Unvested

and Unvested

Awards

Awards Granted

meet

Awards not

Equity Awards

Equity Awards

Granted in

in Prior Years

Vesting

Otherwise

Total Equity

Granted in the

Granted in

the Covered

that Vested in the

Conditions

Reflected in

Award

Year

Covered Year

prior Years

Year

Year

in the Year

Fair Value

Adjustments

2024

$

$

5,049

$

329,950

$

(301,015)

$

$

$

33,984

2023

$

934,501

$

210,735

$

505,750

$

158,515

$

$

$

1,809,501

2022

$

717,652

$

110,664

$

566,768

$

30,981

$

$

$

1,426,065

(3)The dollar amounts reported represent the average of the amounts reported for our Named Executive Officers as a group (excluding our CEO) in the “Total” column of the Summary Compensation Table in each applicable year. The Named Executive Officers included for purposes of calculating the average amounts are Mr. Rubin and Mr. Naos.

(4)The dollar amounts reported represent the average amount of “compensation actually paid” to the Named Executive Officers identified in footnote 3, as computed in accordance with SEC regulations. The dollar amounts do not reflect the actual amount of compensation earned by or paid to the Named Executive Officers during the applicable year. In accordance with the SEC regulations, the following adjustments were made to average total compensation for the Named Executive Officers for each year to determine the compensation actually paid:

    

Average Reported

    

    

    

Summary

Less: Summary

Equals: Average

Compensation

Compensation Table Average

Plus: Average

Compensation

Table Total for

Reported Value of

Equity Award

Actually Paid to

Year

    

Other NEOs

    

Equity Awards

    

Adjustments (a)

    

Other NEOs

2024

$

749,713

$

293,799

$

32,616

$

488,529

2023

$

902,702

$

302,403

$

494,314

$

1,094,613

2022

$

795,773

$

183,933

$

444,498

$

1,056,338

(a)The amounts deducted or added in calculating the total average equity award adjustments are as follows:

    

    

    

    

Year over

    

Fair Value at

    

Average Value

    

Average Year

Year Average

the End of

of Dividend

Year over Year

End Fair

Change in

the Prior

Equivalents

Average

Value of

Fair Value of

Year of

Accrued or

Average Year End

Change in fair

Vested

Equity

Equity

other Earnings

Fair Value of

Value of

Equity

Awards

Awards that

Paid on Stock

Unvested Equity

Outstanding and

Awards

Granted in

Failed to

Awards not

Awards Granted

Unvested Equity Awards

Granted in

Prior Years

meet Vesting

Otherwise

Total Average

in the Covered

Granted in prior

the Covered

that Vested in

Conditions in

Reflected in

Equity Award

Year

    

Year

    

Years

    

Year

    

the Year

    

the Year

    

Fair Value

    

Adjustments

2024

$

66,865

$

3,326

$

55,513

$

(93,089)

$

$

$

32,616

2023

$

317,561

$

89,197

$

22,868

$

64,688

$

$

$

494,314

2022

$

330,120

$

36,648

$

67,913

$

9,817

$

$

$

444,498

(5)Cumulative TSR is the value of a $100 investment in our common stock calculated by dividing the difference between the per share price of our common stock at the end of each year shown and the beginning of the measurement period by the per share price of our common stock at the beginning of the measurement period.

(6)The dollar amounts reported represent the amount of net income reflected in our Consolidated Statements of Income included in our Annual Report on Form 10-K for the applicable fiscal year.

   
Named Executive Officers, Footnote
(1)The dollar amounts reported are the amounts reported in the “Total” column of the Summary Compensation Table for Mr. Bashan, our President and Chief Executive Officer.

(3)The dollar amounts reported represent the average of the amounts reported for our Named Executive Officers as a group (excluding our CEO) in the “Total” column of the Summary Compensation Table in each applicable year. The Named Executive Officers included for purposes of calculating the average amounts are Mr. Rubin and Mr. Naos.

   
PEO Total Compensation Amount $ 1,527,792 $ 2,684,941 $ 1,468,296
PEO Actually Paid Compensation Amount $ 524,655 3,186,324 1,899,221
Adjustment To PEO Compensation, Footnote
(2)The dollar amounts reported represent the amount of “compensation actually paid” to Mr. Bashan, as computed in accordance with SEC regulations. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Mr. Bashan during the applicable year. In accordance with SEC regulations, the following adjustments were made to Mr. Bashan’s total compensation to determine the compensation actually paid:

    

    

Less: Summary

    

    

Summary

Compensation

Equals:

Compensation

Table Reported

Compensation

Table Total for

Value of Equity

Plus: Equity Award

Actually paid to

Year

Mr. Bashan

Awards (a)

Adjustments (b)

Mr. Bashan

2024

$

1,527,792

$

1,037,121

$

33,984

$

524,655

2023

$

2,684,941

$

1,308,118

$

1,809,501

$

3,186,324

2022

$

1,468,296

$

995,140

$

1,426,065

$

1,899,221

(a)Represents the aggregate grant-date fair value of equity awards as reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for the applicable year.
(b)The equity award adjustments for each applicable year were as set forth in the table below. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The amounts deducted or added in calculating the equity award adjustments are as follows:

    

    

    

    

    

Fair Value

    

    

at the End

Value of

of the Prior

Dividend

Year over Year

Year End

Year of

Equivalents

Change in fair

Fair Value

Year over Year

Equity

Accrued or

Value of

of Vested

Change in Fair

Awards that

other Earnings

Year End Fair

Outstanding

Equity

Value of Equity

Failed to

Paid on Stock

Value of Unvested

and Unvested

Awards

Awards Granted

meet

Awards not

Equity Awards

Equity Awards

Granted in

in Prior Years

Vesting

Otherwise

Total Equity

Granted in the

Granted in

the Covered

that Vested in the

Conditions

Reflected in

Award

Year

Covered Year

prior Years

Year

Year

in the Year

Fair Value

Adjustments

2024

$

$

5,049

$

329,950

$

(301,015)

$

$

$

33,984

2023

$

934,501

$

210,735

$

505,750

$

158,515

$

$

$

1,809,501

2022

$

717,652

$

110,664

$

566,768

$

30,981

$

$

$

1,426,065

   
Non-PEO NEO Average Total Compensation Amount $ 749,713 902,702 795,773
Non-PEO NEO Average Compensation Actually Paid Amount $ 488,529 1,094,613 1,056,338
Adjustment to Non-PEO NEO Compensation Footnote

    

Average Reported

    

    

    

Summary

Less: Summary

Equals: Average

Compensation

Compensation Table Average

Plus: Average

Compensation

Table Total for

Reported Value of

Equity Award

Actually Paid to

Year

    

Other NEOs

    

Equity Awards

    

Adjustments (a)

    

Other NEOs

2024

$

749,713

$

293,799

$

32,616

$

488,529

2023

$

902,702

$

302,403

$

494,314

$

1,094,613

2022

$

795,773

$

183,933

$

444,498

$

1,056,338

(a)The amounts deducted or added in calculating the total average equity award adjustments are as follows:

    

    

    

    

Year over

    

Fair Value at

    

Average Value

    

Average Year

Year Average

the End of

of Dividend

Year over Year

End Fair

Change in

the Prior

Equivalents

Average

Value of

Fair Value of

Year of

Accrued or

Average Year End

Change in fair

Vested

Equity

Equity

other Earnings

Fair Value of

Value of

Equity

Awards

Awards that

Paid on Stock

Unvested Equity

Outstanding and

Awards

Granted in

Failed to

Awards not

Awards Granted

Unvested Equity Awards

Granted in

Prior Years

meet Vesting

Otherwise

Total Average

in the Covered

Granted in prior

the Covered

that Vested in

Conditions in

Reflected in

Equity Award

Year

    

Year

    

Years

    

Year

    

the Year

    

the Year

    

Fair Value

    

Adjustments

2024

$

66,865

$

3,326

$

55,513

$

(93,089)

$

$

$

32,616

2023

$

317,561

$

89,197

$

22,868

$

64,688

$

$

$

494,314

2022

$

330,120

$

36,648

$

67,913

$

9,817

$

$

$

444,498

   
Compensation Actually Paid vs. Total Shareholder Return

Compensation actually paid to Mr. Bashan during the year ended December 31, 2024 was approximately $0.5 million, a decrease of approximately $2.7 million from approximately $3.2 million for the year ended December 31, 2023. Average compensation actually paid to our Non-CEO Named Executive Officers for the years ended December 31, 2024 was approximately $0.5 million, a decrease of approximately $0.6 million from approximately $1.1 million for the year ended December 31, 2023. For the year ended December 31, 2024, our TSR was $105.62, a decrease of 18.7%, compared to TSR of $129.93 for the year ended December 31, 2023. Our net income for the year ended December 31, 2024 was $2.9 million compared to net income of $8.3 million over the same period in 2023.

Compensation actually paid to Mr. Bashan and to our Non-CEO Named Executive Officers as a group is not directly correlated with our TSR or our net income (loss) over the three years presented in the above tables. Over the course of fiscal year 2022 and the first half of fiscal year 2023, we focused primarily on the clinical and regulatory development and approval of pegunigalsidase alfa. During the second half of fiscal year 2023 through fiscal year 2024, we shifted our focus to the support of our commercial partner’s launch efforts post approval, and redirecting our R&D and clinical resources towards the strengthening of our pipeline of product candidates, including but not limited to, our leading drug candidate, PRX-115 (pegylated Uricase for the potential treatment of uncontrolled Gout). Accordingly, TSR and net income (loss), as performance measures, are not directly correlated to our executive compensation determinations. As increases in the market price of our common stock correspond to increases in the fair market value of our equity grants, the calculation of compensation actually paid with respect to equity grants held by Mr. Bashan and to

our Non-CEO Named Executive Officers increases in a like manner. In the year ended December 31, 2023, given the approval of pegunigalsidase alfa for adult patients with Fabry disease by both the FDA and the EMA, the advancement in the clinical development of our PRX-115 drug candidate and strengthening of our Company’s liquidity and cash position, the Compensation Committee of our Board of Directors elected to award to Mr. Bashan and to our Non-CEO Named Executive Officers, as well as other officers and employees of our Company, an annual cash bonus and a one-time special cash bonus for such positive achievements.

   
Compensation Actually Paid vs. Net Income

Compensation actually paid to Mr. Bashan during the year ended December 31, 2024 was approximately $0.5 million, a decrease of approximately $2.7 million from approximately $3.2 million for the year ended December 31, 2023. Average compensation actually paid to our Non-CEO Named Executive Officers for the years ended December 31, 2024 was approximately $0.5 million, a decrease of approximately $0.6 million from approximately $1.1 million for the year ended December 31, 2023. For the year ended December 31, 2024, our TSR was $105.62, a decrease of 18.7%, compared to TSR of $129.93 for the year ended December 31, 2023. Our net income for the year ended December 31, 2024 was $2.9 million compared to net income of $8.3 million over the same period in 2023.

Compensation actually paid to Mr. Bashan and to our Non-CEO Named Executive Officers as a group is not directly correlated with our TSR or our net income (loss) over the three years presented in the above tables. Over the course of fiscal year 2022 and the first half of fiscal year 2023, we focused primarily on the clinical and regulatory development and approval of pegunigalsidase alfa. During the second half of fiscal year 2023 through fiscal year 2024, we shifted our focus to the support of our commercial partner’s launch efforts post approval, and redirecting our R&D and clinical resources towards the strengthening of our pipeline of product candidates, including but not limited to, our leading drug candidate, PRX-115 (pegylated Uricase for the potential treatment of uncontrolled Gout). Accordingly, TSR and net income (loss), as performance measures, are not directly correlated to our executive compensation determinations. As increases in the market price of our common stock correspond to increases in the fair market value of our equity grants, the calculation of compensation actually paid with respect to equity grants held by Mr. Bashan and to

our Non-CEO Named Executive Officers increases in a like manner. In the year ended December 31, 2023, given the approval of pegunigalsidase alfa for adult patients with Fabry disease by both the FDA and the EMA, the advancement in the clinical development of our PRX-115 drug candidate and strengthening of our Company’s liquidity and cash position, the Compensation Committee of our Board of Directors elected to award to Mr. Bashan and to our Non-CEO Named Executive Officers, as well as other officers and employees of our Company, an annual cash bonus and a one-time special cash bonus for such positive achievements.

   
Total Shareholder Return Amount $ 105.62 129.93 37.74
Net Income (Loss) $ 2,932,000 8,312,000 (14,927,000)
PEO Name Mr. Bashan    
Equity Awards Adjustments, Footnote
(b)The equity award adjustments for each applicable year were as set forth in the table below. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The amounts deducted or added in calculating the equity award adjustments are as follows:

    

    

    

    

    

Fair Value

    

    

at the End

Value of

of the Prior

Dividend

Year over Year

Year End

Year of

Equivalents

Change in fair

Fair Value

Year over Year

Equity

Accrued or

Value of

of Vested

Change in Fair

Awards that

other Earnings

Year End Fair

Outstanding

Equity

Value of Equity

Failed to

Paid on Stock

Value of Unvested

and Unvested

Awards

Awards Granted

meet

Awards not

Equity Awards

Equity Awards

Granted in

in Prior Years

Vesting

Otherwise

Total Equity

Granted in the

Granted in

the Covered

that Vested in the

Conditions

Reflected in

Award

Year

Covered Year

prior Years

Year

Year

in the Year

Fair Value

Adjustments

2024

$

$

5,049

$

329,950

$

(301,015)

$

$

$

33,984

2023

$

934,501

$

210,735

$

505,750

$

158,515

$

$

$

1,809,501

2022

$

717,652

$

110,664

$

566,768

$

30,981

$

$

$

1,426,065

(a)The amounts deducted or added in calculating the total average equity award adjustments are as follows:

    

    

    

    

Year over

    

Fair Value at

    

Average Value

    

Average Year

Year Average

the End of

of Dividend

Year over Year

End Fair

Change in

the Prior

Equivalents

Average

Value of

Fair Value of

Year of

Accrued or

Average Year End

Change in fair

Vested

Equity

Equity

other Earnings

Fair Value of

Value of

Equity

Awards

Awards that

Paid on Stock

Unvested Equity

Outstanding and

Awards

Granted in

Failed to

Awards not

Awards Granted

Unvested Equity Awards

Granted in

Prior Years

meet Vesting

Otherwise

Total Average

in the Covered

Granted in prior

the Covered

that Vested in

Conditions in

Reflected in

Equity Award

Year

    

Year

    

Years

    

Year

    

the Year

    

the Year

    

Fair Value

    

Adjustments

2024

$

66,865

$

3,326

$

55,513

$

(93,089)

$

$

$

32,616

2023

$

317,561

$

89,197

$

22,868

$

64,688

$

$

$

494,314

2022

$

330,120

$

36,648

$

67,913

$

9,817

$

$

$

444,498

   
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ (1,037,121) (1,308,118) (995,140)
PEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 33,984 1,809,501 1,426,065
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount   934,501 717,652
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 5,049 210,735 110,664
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 329,950 505,750 566,768
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (301,015) 158,515 30,981
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (293,799) (302,403) (183,933)
Non-PEO NEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 32,616 494,314 444,498
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 66,865 317,561 330,120
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 3,326 89,197 36,648
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 55,513 22,868 67,913
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ (93,089) $ 64,688 $ 9,817