Alkermes (ALKS) Proxy filing summary

Executive summary

• Achieved significant milestones in 2025, including $1.48 billion in revenue, 9% proprietary product net sales growth, and strong profitability with $242 million GAAP net income and $394 million Adjusted EBITDA.

• Advanced neuroscience pipeline, notably alixorexton, with positive phase 2 results and FDA Breakthrough Therapy designation.

• Completed acquisition of Avadel Pharmaceuticals, accelerating entry into the sleep medicine market.

• CEO transition announced: Richard F. Pops to retire July 31, 2026, succeeded by Blair Jackson; Pops to remain as non-executive Chairman.

Voting matters and shareholder proposals

• Election of nine directors for one-year terms.

• Advisory vote on executive compensation.

• Ratification of PwC as independent auditor and authorization for Audit and Risk Committee to set remuneration.

• Approval of amendments to the 2018 Stock Option and Incentive Plan, increasing share reserve by 5.9 million shares.

• Renewal of Board authority to allot and issue shares and to disapply statutory pre-emption rights under Irish law.

Board of directors and corporate governance

• Board comprises 9 directors, 8 of whom are independent; 4 are diverse by gender or ethnicity.

• Active board refreshment since 2019, with average tenure reduced to 6 years.

• Lead Independent Director role established; Andy Wilson currently serves.

• Board committees (Audit and Risk, Compensation, Nominating and Corporate Governance) are fully independent.

• Annual board and committee self-assessments and ongoing director education.