AKAO 2018 Proxy Statement

32 although partial achievement of a specific goal is not factored into the calculation of overall goal achievement, the Board can consider activities supporting such partial achievement in setting overall bonus payouts. For 2017, the Board weighted the goals to reflect the relative importance of the activities to the Company’s annual success. Specifically, given the focus of the Company in launching its first product, the Board weighted the 2017 goals related to plazomicin and related activities at 50% of the Company’s overall achievement of corporate performance and were to be considered in their totality. These goals included the following targets to support Company performance: • Continued progress in regulatory filings for plazomicin and interactions with the FDA; • Hiring, retention and infrastructure goals in connection with establishing a medical affairs organization to support plazomicin and future products; • Hiring, retention and infrastructure goals in connection with building a commercial team to support the expected launch of plazomicin in 2018; • Establishment and support of plazomicin supply and supply chain agreements and operations to support drug product supply for the expected launch of plazomicin in 2018; and • Sourcing and identifying partnership opportunities with respect to development and commercialization of plazomicin outside of the United States. The 2017 goals for all other activities of the Company supported the remaining 50% of the Company’s overall achievement of corporate performance. These goals included targets to support a broad range of activities connected to the Company’s pipeline and infrastructure: • Goals relating to patient enrollment in clinical trials at various time points in 2017; • Identification of promising product candidates in research and advancement of research candidates into the early development candidate pipeline; • Continued progress with respect to research-stage product candidates, including activities relating to lead optimization and supporting both the small molecule and antibody components of the Achaogen pipeline; • Attainment of milestones with respect to the end-of-year culture survey offered to all Achaogen employees; and • Financial operation of the Company consistent with expected budgets and securing additional funding, including non-dilutive funding, to support 2018 activities and beyond. The Board intentionally set Achaogen’s goals at aggressive and challenging levels to motivate and incentivize our named executive officer. For 2017, corporate performance was reviewed by the Compensation Committee and the Board in January 2018. Based on the goals set at the beginning of 2017, the Board determined that the Company had met 80% of its goals in connection with the support and progress of plazomicin and 40% of its goals in connection with all other activities supported by the Company. Overall, the Board determined that the Company had achieved 60% of its target goals, equivalent to a 70% corporate bonus under the payout formula adopted by the Board in early 2017. For our CEO, following a recommendation of the Compensation Committee and based on the Company’s performance, the Board determined that the bonus payout for the CEO was 70%. For our NEOs other than our CEO, individual performance was reviewed by the Compensation Committee following input from the CEO and was based on a holistic evaluation of the NEO’s performance given his area of responsibility, influence on corporate performance and contributions to the Company. Based on this review, the Compensation Committee determined that each NEO’s bonus payout, reflecting the Compensation Committee’s and CEO’s evaluation of both corporate and individual performance, was as follows: Mr. Wise: 70%; Mr. Schilke: 66%; Dr. Swem: 71%; and Mr. Loeb: 71%. Dr. Friedland was not eligible to receive a 2017 annual bonus because he resigned in March 2017. The NEOs’ 2017 bonuses are set forth in the “Summary Compensation Table” below.