AbbVie 2014 Annual Report Download - page 153

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• AbbVie’s compensation committee has the ability to exercise downward discretion in determining annual
incentive plan payouts. In 2014, the compensation committee exercised its discretion to deliver annual
incentive plan awards below the maximum amounts allowable according to the plan formula.
• AbbVie’s compensation committee has broad discretion to claw back incentive compensation that was
awarded based on financials that were later restated.
• AbbVie requires mandatory training on its code of conduct and policies and procedures to educate its
employees on appropriate behaviors and the consequences of taking inappropriate actions.
The risk assessment results were presented to the compensation committee by its independent compensation
consultant.
Summary Compensation Table
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This section contains compensation information for AbbVie’s NEOs for the fiscal year ended December 31, 2014.
Four of AbbVie’s NEOs were employed by Abbott Laboratories (Abbott) prior to AbbVie’s separation from Abbott on
January 1, 2013 (the ‘‘Separation’’), so the information provided for periods prior to January 1, 2013 reflects
compensation earned at Abbott and the design and objectives of Abbott executive compensation programs. All
references in the following tables to stock options, restricted stock and restricted stock units granted prior to January 1,
2013 relate to awards granted by Abbott in respect of Abbott common shares. Pursuant to the Employee Matters
Agreement dated December 31, 2012 by and between AbbVie and Abbott, these equity awards, other than performance-
vested restricted shares granted to NEOs on December 1, 2012, were converted into awards in respect of AbbVie
common stock and awards in respect of Abbott common shares reflecting the respective post-Separation values of
AbbVie and Abbott. The performance-vested restricted shares granted to NEOs on December 1, 2012 were converted
entirely into performance-vested awards of restricted AbbVie common stock.
The following table summarizes compensation awarded to, earned by, or paid to AbbVie’s NEOs in connection
with their service to AbbVie during 2014 and 2013 and, as applicable, to Abbott during 2012. Dr. Severino joined AbbVie
in 2014. The section of this proxy statement captioned ‘‘Executive Compensation Process’’ describes in greater detail the
information reported in this table.
Richard A. Gonzalez 2014 $1,595,961 $0 $8,379,403 $2,762,525 $3,500,000 $5,044,809(7) $723,573 $22,006,271
Chairman of the Board and 2013 1,500,000 0 9,246,994 3,616,574 3,300,000 41,612 471,614 18,176,794
Chief Executive Officer 2012 863,942 0 3,341,844 729,640 2,500,000 64,503 449,288 7,949,217
Michael E. Severino 2014 503,750 1,000,000(8) 7,710,065 734,916 1,200,000 188,911(7) 205,104 11,542,746
Executive Vice President,
Research & Development
and Chief Scientific Officer
Carlos Alban 2014 844,461 0 2,430,109 801,145 1,300,000 2,297,655(7) 1,589,491 9,262,861
Executive Vice President, 2013 710,000 0 2,034,396 795,752 1,030,000 416,924 148,097 5,135,169
Commercial Operations 2012 615,769 300,000(9) 2,702,141 331,473 675,000 1,801,009 104,278 6,529,670
Laura J. Schumacher 2014 957,577 0 2,807,018 925,396 1,490,000 2,465,919(7) 402,095 9,048,005
Executive Vice President, 2013 900,000 0 2,555,732 1,035,626 1,290,000 944,548 270,392 6,996,298
Business Development, External 2012 831,682 1,100,000(9) 4,486,690 576,809 1,270,000 1,771,306 156,261 10,192,748
Affairs and General Counsel
William J. Chase 2014 923,711 0 2,764,853 911,634 1,490,000 1,710,772(7) 121,925 7,922,895
Executive Vice President, 2013 790,000 0 2,034,396 795,752 1,100,000 315,787 76,788 5,112,723
Chief Financial Officer 2012 398,942 500,000(9) 2,113,216 162,079 500,000 498,991 45,689 4,218,917
(1) In accordance with Securities and Exchange Commission (SEC) rules, the amounts in this column represent the
aggregate grant date fair value of the awards in accordance with Financial Accounting Standards Board Accounting
Standards Codification (ASC) Topic 718. AbbVie determines the grant date fair value of stock awards by multiplying
2015 Proxy Statement 33
Change in
Pension
Value and
Non-Equity Non-qualified
Incentive Deferred
Stock Option Plan Compensation All Other
Salary Bonus Awards Awards Compensation Earnings Compensation Total
Name and Principal Position Year ($) ($) ($)(1) ($)(2)(3) ($)(4) ($)(5) ($)(6) ($)
EXECUTIVE COMPENSATION