Cover
Cover | 12 Months Ended |
Dec. 31, 2022 | |
Document Information [Line Items] | |
Document Type | DEF 14A |
Amendment Flag | false |
Entity Information [Line Items] | |
Entity Registrant Name | Precigen, Inc. |
Entity Central Index Key | 0001356090 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Pay vs Performance Disclosure [Table] | |||
Pay vs Performance [Table Text Block] | PAY VERSUS PERFORMANCE In accordance with rules adopted by the Securities and Exchange Commission pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, we provide the following disclosure regarding executive compensation for our principal executive officer (“PEO”) and Non-PEO NEOs and Company performance for the fiscal years listed below. For the most recently completed fiscal year, we did not use any financial performance measure to link Compensation Actually Paid to our NEOs to the Company’s performance; accordingly, this disclosure does not present a company-selected measure in the table below nor a tabular list of our most important performance measures, as permitted by the Securities and Exchange Commission. For further information regarding our performance-based approach to executive compensation and how the Company aligns executive compensation with the Company’s performance, see “Compensation Discussion and Analysis.” Year Summary (1) ($) Compensation (1)(2)(3) ($) Average (1) ($) Average (1)(2)(3) ($) Value of Initial (4) Net Income (5) TSR Peer (a) (b) (c) (d) (e) (f) (g) (h) 2022 3,497,620 (1,088,021 ) 892,363 601,344 27.74 113.65 28.3 2021 2,516,168 (16,112,695 ) 611,020 230,396 67.70 126.45 (92.2 ) 2020 20,409,916 41,484,902 1,168,689 1,740,335 186.13 126.42 (170.5 ) (1) Helen Sabzevari was our PEO for each year presented. The individuals comprising the Non-PEO NEOs for each year presented are listed below. 2020 2021 2022 Donald P. Lehr Harry Thomasian Jr. Harry Thomasian Jr. Jeffery Perez Donald P. Lehr Donald P. Lehr Rick Sterling Jeffery Perez Jeffery Perez Randal Kirk Rick Sterling Rutul Shah Brad Osborne James V. Lambert (2) The amounts shown for Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by the Company’s NEOs. These amounts reflect the Summary Compensation Table Total with certain adjustments as described in footnote (3) below. (3) Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Stock Awards and Option Awards column are the totals from the Stock Awards and Option Awards columns set forth in the Summary Compensation Table. Year Summary Exclusion of Inclusion Compensation 2022 3,497,620 (2,209,127 ) (2,376,516 ) (1,088,021 ) 2021 2,516,168 (749,998 ) (17,878,865 ) (16,112,695 ) 2020 20,409,916 (18,644,600 ) 39,719,586 41,484,902 Year Average Average Average Average 2022 892,363 (357,307 ) 66,288 601,344 2021 611,020 (215,235 ) (165,389 ) 230,396 2020 1,168,689 (653,440 ) 1,225,086 1,740,335 The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables. The Company does not pay any dividends and consequently, no adjustment for dividends is shown in the following tables. Year Year-End Change in Vesting-Date Change in Fair Value Total – 2022 933,566 (3,366,326 ) 426,136 (369,892 ) 0 (2,376,516 ) 2021 0 (17,338,751 ) 662,450 (1,202,564 ) 0 (17,878,865 ) 2020 37,870,674 595,965 1,300,000 (47,053 ) 0 39,719,586 Year Average Average Average Average Average Total – 2022 192,885 (122,266 ) 32,298 (36,629 ) 0 66,288 2021 84,641 (105,418 ) 65,018 (47,094 ) (162,536 ) (165,389 ) 2020 136,606 429,872 692,095 (33,487 ) 0 1,225,086 For the values of equity awards included in the above tables, the valuation of certain stock option awards uses the Black-Scholes option-pricing model with volatility assumptions that may differ materially from those disclosed as of the grant date. For purposes of this table, full reliance on the Company’s historical volatility was used even in cases where there was not full history, when on the grant date, a weighted blend of the Company’s volatility and the average historical peer volatilities was used. (4) The Peer Group TSR set forth in this table utilizes the NASDAQ Biotechnology Index, which we also utilize in the stock performance graph required by Item 201(e) of Regulation S-K included in our Annual Report for the year ended December 31, 2022. The comparison assumes $100 was invested for the period starting December 31, 2019, through the end of each of the listed years in the Company and in the NASDAQ Biotechnology Index, respectively. Historical stock performance is not necessarily indicative of future stock performance. (5) Reflects “Net Income (loss)” for each applicable year as set forth in our Consolidated Statements of Operations included in our Annual Report on Form 10-K for each of the applicable years. | ||
Named Executive Officers, Footnote [Text Block] | (1) Helen Sabzevari was our PEO for each year presented. The individuals comprising the Non-PEO NEOs for each year presented are listed below. 2020 2021 2022 Donald P. Lehr Harry Thomasian Jr. Harry Thomasian Jr. Jeffery Perez Donald P. Lehr Donald P. Lehr Rick Sterling Jeffery Perez Jeffery Perez Randal Kirk Rick Sterling Rutul Shah Brad Osborne James V. Lambert | ||
Changed Peer Group, Footnote [Text Block] | (4) | ||
PEO Total Compensation Amount | $ 3,497,620 | $ 2,516,168 | $ 20,409,916 |
PEO Actually Paid Compensation Amount | $ (1,088,021) | (16,112,695) | 41,484,902 |
Adjustment To PEO Compensation, Footnote [Text Block] | (3) Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Stock Awards and Option Awards column are the totals from the Stock Awards and Option Awards columns set forth in the Summary Compensation Table. Year Summary Exclusion of Inclusion Compensation 2022 3,497,620 (2,209,127 ) (2,376,516 ) (1,088,021 ) 2021 2,516,168 (749,998 ) (17,878,865 ) (16,112,695 ) 2020 20,409,916 (18,644,600 ) 39,719,586 41,484,902 The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables. The Company does not pay any dividends and consequently, no adjustment for dividends is shown in the following tables. Year Year-End Change in Vesting-Date Change in Fair Value Total – 2022 933,566 (3,366,326 ) 426,136 (369,892 ) 0 (2,376,516 ) 2021 0 (17,338,751 ) 662,450 (1,202,564 ) 0 (17,878,865 ) 2020 37,870,674 595,965 1,300,000 (47,053 ) 0 39,719,586 | ||
Non-PEO NEO Average Total Compensation Amount | $ 892,363 | 611,020 | 1,168,689 |
Non-PEO NEO Average Compensation Actually Paid Amount | $ 601,344 | 230,396 | 1,740,335 |
Adjustment to Non-PEO NEO Compensation Footnote [Text Block] | (3) Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Stock Awards and Option Awards column are the totals from the Stock Awards and Option Awards columns set forth in the Summary Compensation Table. Year Average Average Average Average 2022 892,363 (357,307 ) 66,288 601,344 2021 611,020 (215,235 ) (165,389 ) 230,396 2020 1,168,689 (653,440 ) 1,225,086 1,740,335 The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables. The Company does not pay any dividends and consequently, no adjustment for dividends is shown in the following tables. Year Average Average Average Average Average Total – 2022 192,885 (122,266 ) 32,298 (36,629 ) 0 66,288 2021 84,641 (105,418 ) 65,018 (47,094 ) (162,536 ) (165,389 ) 2020 136,606 429,872 692,095 (33,487 ) 0 1,225,086 | ||
Compensation Actually Paid vs. Total Shareholder Return [Text Block] | Description of Relationship Between PEO and Non-PEO NEO Compensation Actually Paid and Company Total Shareholder Return (“TSR”) The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and the Company’s cumulative TSR over the three most recently completed fiscal years. | ||
Compensation Actually Paid vs. Net Income [Text Block] | Description of Relationship Between PEO and Non-PEO NEO Compensation Actually Paid and Net Income (loss) The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and our Net Income (loss) during the three most recently completed fiscal years. | ||
Total Shareholder Return Amount | $ 27.74 | 67.7 | 186.13 |
Peer Group Total Shareholder Return Amount | 113.65 | 126.45 | 126.42 |
Net Income (Loss) | $ 28,300,000 | (92,200,000) | (170,500,000) |
PEO Name | Helen Sabzevari | ||
Additional 402(v) Disclosure [Text Block] | |||
PEO [Member] | Exclusion of Stock Awards and Option Awards | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ (2,209,127) | (749,998) | (18,644,600) |
PEO [Member] | Inclusion of Equity Values | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (2,376,516) | (17,878,865) | 39,719,586 |
PEO [Member] | Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 933,566 | 0 | 37,870,674 |
PEO [Member] | Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (3,366,326) | (17,338,751) | 595,965 |
PEO [Member] | Vesting-Date Fair Value of Equity Awards Granted During Year that Vested During Year | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 426,136 | 662,450 | 1,300,000 |
PEO [Member] | Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (369,892) | (1,202,564) | (47,053) |
PEO [Member] | Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | 0 | 0 |
Non-PEO NEO [Member] | Exclusion of Stock Awards and Option Awards | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (357,307) | (215,235) | (653,440) |
Non-PEO NEO [Member] | Inclusion of Equity Values | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 66,288 | (165,389) | 1,225,086 |
Non-PEO NEO [Member] | Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (122,266) | (105,418) | 429,872 |
Non-PEO NEO [Member] | Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (36,629) | (47,094) | (33,487) |
Non-PEO NEO [Member] | Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | (162,536) | 0 |
Non-PEO NEO [Member] | Non-PEO NEO [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 192,885 | 84,641 | 136,606 |
Non-PEO NEO [Member] | Change In Fair Value As Of Vesting Date Of Current Year Awards Vested During Current Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ 32,298 | $ 65,018 | $ 692,095 |