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Get filing alertsAssembly Biosciences adopts 2026 Corporate Bonus Plan, raises CEO target to 65%
Filed March 30, 2026 · Period ending March 24, 2026 · ~1 min read
Key Changes
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New 2026 Corporate Bonus Plan effective Jan 1, 2026 ties executive pay to corporate financial/operational metrics and individual performance, with payouts ranging 0-150% of target based on achievement.
Item 5.02 verify on EDGAR → -
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CEO bonus is 100% tied to corporate objectives with target of 65% of base salary (up from 60%); other C-level execs weighted 75% corporate/25% individual with targets of 30-55% of salary.
Item 5.02 verify on EDGAR → -
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Plan covers all employees starting by Oct 31 of each performance year, with lower-level staff having greater weight on individual vs. corporate objectives (associate directors and below: 25% corporate/75% individual).
Item 5.02 verify on EDGAR →
Summary
Assembly Biosciences formalized its executive compensation structure by adopting a new 2026 Corporate Bonus Plan, effective retroactively to January 1, 2026. The plan establishes a tiered framework where senior leadership compensation is predominantly tied to company-wide performance: the CEO's bonus is entirely based on corporate objectives, while C-level executives have a 75/25 corporate-to-individual split.
Mid-level and junior employees have progressively higher weighting on individual performance goals. Target bonuses range from 65% of base salary for CEO Jason Okazaki (increased from a prior 60% target) down to 28% for non-executive staff, with actual payouts potentially reaching 150% of target for exceptional performance or zero if objectives are not met.
For retail investors, this disclosure provides transparency into how management incentives are structured and confirms that executive pay is now formally linked to measurable corporate milestones set by the Board. The CEO's modest target increase of 5 percentage points represents an 8.3% boost to his bonus opportunity, though the actual dollar impact depends on both his base salary and the company's performance against 2026 objectives. The plan's design—concentrating corporate objective weighting at senior levels—aligns leadership interests with shareholder outcomes, a standard governance practice for clinical-stage biotech companies.
Section-by-Section Diff
Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
On March 24, 2026, the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of Assembly Biosciences, Inc. (the “Company”) approved a new cash bonus plan, the 2026 Corporate Bonus Plan (the “Plan”). The Plan is effective as of January 1, 2026 and is designed to motivate, retain, attract and reward employees through a combination of corporate and individual performance-based incentive compensation goals achieved between January 1 and December 31 each year (a “Performance Period”).
The company established a new annual cash bonus plan effective January 1, 2026, covering all employees who start by October 31 of each performance year. Bonuses are based on a mix of corporate objectives (financial and operational metrics set by the Board) and individual performance objectives, with weightings varying by role level. The plan allows bonuses ranging from 0 to 1.5 times target, payable in the first quarter following year-end.
Added in current filing · verify on EDGAR →
Bonus targets range from up to 75% of the base salary for the Chief Executive Officer, 30% to 55% of a Participant’s base salary for the Executive Participants (other than the Chief Executive Officer) and up to 28% of a Participant’s base salary for Non-Executive Participants.
Target bonus levels are set at up to 75% of base salary for the CEO, 30-55% for other executives, and up to 28% for non-executive employees. Actual payouts can range from zero to 150% of these targets based on performance achievement. Employees must remain employed through the payment date (no later than March 15 following year-end) to receive any bonus.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
Also on March 24, 2026, the Committee approved an increase to the bonus target for Jason A. Okazaki, the Company's Chief Executive Officer and President, from 60% to 65% of his base salary (the "Bonus Target Increase"), which is reflected in Amendment No. 1 to Mr. Okazaki's employment agreement ("Amendment No. 1"). The Bonus Target Increase is effective for fiscal year 2026.
CEO Jason Okazaki's target bonus was increased from 60% to 65% of base salary effective for fiscal 2026, formalized through an amendment to his employment agreement. This represents an 8.3% increase in his target bonus opportunity, though actual payout will depend on achievement of corporate objectives under the new bonus plan.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 21, 2026 · How we verify