HALOZYME THERAPEUTICS, INC., DEF 14A filed on 3/23/2026
Proxy Statement (definitive)
v3.26.1
Cover
12 Months Ended
Dec. 31, 2025
Document Information [Line Items]  
Document Type DEF 14A
Amendment Flag false
Entity Information [Line Items]  
Entity Registrant Name Halozyme Therapeutics, Inc.
Entity Central Index Key 0001159036
v3.26.1
Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table
2025 Pay-Versus-Performance Table
Value of Initial Fixed $100 Investment Based on:
Year (1)
Summary of Compensation Table for PEO ($) (2)
Compensation Actually Paid to PEO ($) (3)
Average Summary Compensation Table Total for Non-PEO NEOs ($) (2)
Average Compensation Actually Paid to Non-PEO NEOs ($) (3)
Total Shareholder Return ($) (4)
Peer Group Total Shareholder Return ($) (4)
Net Income (Millions) ($) (5)
Revenue (Millions) ($) (6)
202523,166,22339,731,5903,591,7334,935,311157.57124.75316.91,396.6
202412,741,42120,745,7244,217,1946,315,696111.9493.49444.11,015.3
202311,820,858(3,608,264)3,568,762160,63986.5494.03281.6829.3
20229,696,97822,817,1872,415,5813,154,512133.2289.9202.1660.1
20217,453,2945,992,0782,398,657591,58194.15100.02402.7443.3
       
Named Executive Officers, Footnote Helen I Torley was our CEO for each of the five years included in the table above. For 2021, our Non-PEO NEOs were Elaine D. Sun, Masaru Matsuda, and Michael J. LaBarre. For 2022, our Non-PEO NEOs were Nicole LaBrosse, Elaine D. Sun, Mark Snyder, and Michael J. LaBarre. For 2023 and 2024, our Non-PEO NEOs were Nicole LaBrosse, Mark Snyder, and Michael J. LaBarre. For 2025, our Non-PEO NEOs were Nicole LaBrosse, Mark Snyder, Cortney Caudill and Michael J. LaBarre. Ms. Sun commenced employment with Halozyme on March 2, 2020 and separated employment from Halozyme on February 2, 2022. Mr. Matsuda separated employment from Halozyme on December 31, 2021. Mr. LaBarre separated employment on March 17, 2025. Ms. LaBrosse was appointed to Halozyme’s Chief Financial Officer on February 2, 2022. Mr. Snyder commenced employment with Halozyme on January 3, 2022. Ms. Caudill was appointed to Halozyme’s Chief Operational Officer on October 3, 2025.See the Summary Compensation Table above for detail on the Summary Compensation Table total compensation for our CEO for fiscal year 2025, 2024 and 2023. The 2021 and 2022 total compensation for our CEO is disclosed in our proxy statement filed with the SEC in calendar years 2022 and 2023, respectively. The average compensation for the Non-PEO NEOs for 2025 was calculated in the Summary Compensation Table above. The average compensation for the Non-PEO NEOs for each of fiscal years 2024, 2023, 2022 and 2021 was calculated from the Summary Compensation Table as disclosed in our proxy statement filed with the SEC in the calendar year immediately following such fiscal year.        
PEO Total Compensation Amount $ 23,166,223 $ 12,741,421 $ 11,820,858 $ 9,696,978 $ 7,453,294
PEO Actually Paid Compensation Amount $ 39,731,590 20,745,724 (3,608,264) 22,817,187 5,992,078
Adjustment To PEO Compensation, Footnote For purposes of this table, the compensation actually paid (“Compensation Actually Paid”, or “CAP”) to each of our Named Executive Officers (including for purposes of this table, former named executive officers who are included in the Non-PEO NEO group for the applicable year) means the Named Executive Officer’s total compensation as reflected in the Summary Compensation Table for the applicable year less the grant date fair values of stock awards and option awards included in the “Stock Awards” and “Option Awards” columns of the Summary Compensation Table for the Named Executive Officer for the applicable year, and adjusted for the following with respect to Halozyme’s LTI awards granted to the Named Executive Officer:
Plus the year-end value of awards granted in the covered fiscal year which were outstanding and unvested at the end of the covered fiscal year,
Plus/(less) the change in value as of the end of the covered fiscal year as compared to the end of the prior fiscal year for awards which were granted in prior years and were outstanding and unvested at the end of the covered fiscal year,
Plus the vesting date value of awards which were granted and vested during the same covered fiscal year,
Plus/(less) the change in value as of the vesting date as compared to the end of the prior fiscal year for awards which were granted in prior years and vested in the covered fiscal year,
Less, as to any awards which were granted in prior fiscal years and were forfeited during the covered fiscal year, the value of such awards as of the end of the prior fiscal year,
Plus the dollar value of any dividends or other earnings paid during the covered fiscal year on outstanding and unvested awards (no dividends or other earnings were paid by Halozyme on any Named Executive Officer’s Halozyme LTI awards during the fiscal years covered by the table),
Plus, as to an award that is materially modified during the covered fiscal year, the amount by which the value of the award as of the date of the modification exceeds the value of the original award on the modification date (none of the Halozyme LTI awards held by the Named Executive Officers were materially modified during the fiscal years covered by the table).
In making each of these adjustments, the “value” of an award is the fair value of the award on the applicable date determined in accordance with FASB’s ASC Topic 718 using the valuation assumptions we then use to calculate the fair value of our equity awards. For more information on the valuation of our equity awards, please see the notes to our financial statements that appear in our Annual Report on Form 10-K each year and the footnotes to the Summary Compensation Table that appears in our annual proxy statement.
The table reflects the CAP (determined as noted above) for our CEO and, for our Non-PEO NEOs, the average of the CAPs determined for the Non-PEO NEOs.
The following table provides a reconciliation of the Summary Compensation Table Total to Compensation Actually Paid for our CEO for the fiscal year 2025.
Reconciliation of Summary Compensation Table Total to Compensation Actually Paid for CEO
Fiscal Year 2025 ($)
Summary Compensation Table Total
23,166,223 
Grant Date Fair Value of Option and Stock Awards Granted in Fiscal Year
(21,000,159)
Fair Value at Fiscal Year-End of Outstanding and Unvested Option and Stock Awards Granted in Fiscal Year
26,384,470 
Change in Fair Value of Outstanding and Unvested Option and Stock Awards Granted in Prior Fiscal Years
8,135,598 
Fair Value at Vesting of Option and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year
— 
Change in Fair Value as of Vesting Date of Option and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year
3,045,457 
Fair Value as of Prior Fiscal Year-End of Option and Stock Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year
— 
Compensation Actually Paid
39,731,590 
       
Non-PEO NEO Average Total Compensation Amount $ 3,591,733 4,217,194 3,568,762 2,415,581 2,398,657
Non-PEO NEO Average Compensation Actually Paid Amount $ 4,935,311 6,315,696 160,639 3,154,512 591,581
Adjustment to Non-PEO NEO Compensation Footnote For purposes of this table, the compensation actually paid (“Compensation Actually Paid”, or “CAP”) to each of our Named Executive Officers (including for purposes of this table, former named executive officers who are included in the Non-PEO NEO group for the applicable year) means the Named Executive Officer’s total compensation as reflected in the Summary Compensation Table for the applicable year less the grant date fair values of stock awards and option awards included in the “Stock Awards” and “Option Awards” columns of the Summary Compensation Table for the Named Executive Officer for the applicable year, and adjusted for the following with respect to Halozyme’s LTI awards granted to the Named Executive Officer:
Plus the year-end value of awards granted in the covered fiscal year which were outstanding and unvested at the end of the covered fiscal year,
Plus/(less) the change in value as of the end of the covered fiscal year as compared to the end of the prior fiscal year for awards which were granted in prior years and were outstanding and unvested at the end of the covered fiscal year,
Plus the vesting date value of awards which were granted and vested during the same covered fiscal year,
Plus/(less) the change in value as of the vesting date as compared to the end of the prior fiscal year for awards which were granted in prior years and vested in the covered fiscal year,
Less, as to any awards which were granted in prior fiscal years and were forfeited during the covered fiscal year, the value of such awards as of the end of the prior fiscal year,
Plus the dollar value of any dividends or other earnings paid during the covered fiscal year on outstanding and unvested awards (no dividends or other earnings were paid by Halozyme on any Named Executive Officer’s Halozyme LTI awards during the fiscal years covered by the table),
Plus, as to an award that is materially modified during the covered fiscal year, the amount by which the value of the award as of the date of the modification exceeds the value of the original award on the modification date (none of the Halozyme LTI awards held by the Named Executive Officers were materially modified during the fiscal years covered by the table).
In making each of these adjustments, the “value” of an award is the fair value of the award on the applicable date determined in accordance with FASB’s ASC Topic 718 using the valuation assumptions we then use to calculate the fair value of our equity awards. For more information on the valuation of our equity awards, please see the notes to our financial statements that appear in our Annual Report on Form 10-K each year and the footnotes to the Summary Compensation Table that appears in our annual proxy statement.
The table reflects the CAP (determined as noted above) for our CEO and, for our Non-PEO NEOs, the average of the CAPs determined for the Non-PEO NEOs.
The following table provides a reconciliation of the average of the Summary Compensation Table Total for the Non-PEO NEOs for fiscal year 2025 to the average of the Compensation Actually Paid for the Non-PEO NEOs for fiscal year 2025.

Reconciliation of Average Summary Compensation Table Total to Average Compensation Actually Paid for Non-PEO NEOs
Fiscal Year 2025 ($)
Summary Compensation Table Total
3,591,733 
Grant Date Fair Value of Option and Stock Awards Granted in Fiscal Year
(2,773,384)
Fair Value at Fiscal Year-End of Outstanding and Unvested Option and Stock Awards Granted in Fiscal Year
3,024,406 
Change in Fair Value of Outstanding and Unvested Option and Stock Awards Granted in Prior Fiscal Years
1,607,271 
Fair Value at Vesting of Option and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year
— 
Change in Fair Value as of Vesting Date of Option and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year
610,778 
Fair Value as of Prior Fiscal Year-End of Option and Stock Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year
(1,125,493)
Compensation Actually Paid
4,935,311 
For similar reconciliations of the Summary Compensation Table Total to Compensation Actually Paid for our CEO and the Non-PEO NEOs for each of fiscal years 2021, 2022, 2023 and 2024, see our proxy statement filed with the Securities and Exchange Commission in the calendar year immediately following such fiscal year.
       
Compensation Actually Paid vs. Total Shareholder Return Total Shareholder Return represents the return on a fixed investment of $100 in Halozyme’s stock for the period beginning on the last trading day of 2020 through the end of the applicable fiscal year. Peer Group Total Shareholder Return represents the return on a fixed investment of $100 in the NASDAQ Biotechnology Index for the period beginning on the last trading day of 2020 through the end of the applicable fiscal year, and is calculated assuming the reinvestment of dividends. The following chart illustrates the CAP for our CEO and the average CAP for our Non-PEO NEOs for each of the last five years against our total shareholder return and the total shareholder return for the NASDAQ Biotechnology Index (each calculated as described above) over that period of time.
Cap vs TSR.jpg
       
Compensation Actually Paid vs. Net Income This column shows Halozyme’s net income for each fiscal year covered by the table. The following chart illustrates the CAP for our CEO and the average CAP for our Non-PEO NEOs for each of the last five years against our net income for each of those years.
Cap vs Income.jpg
       
Compensation Actually Paid vs. Company Selected Measure This column shows Halozyme’s revenue for each fiscal year covered by the table. We consider revenue to be the most important financial performance metric in our 2025 executive compensation program because it is used in determining each of our NEO’s annual 2025 cash incentive. The following chart illustrates the CAP for our CEO and the average CAP for our Non-PEO NEOs for each of the last five years against our revenue for each of those years.
CAP vs Revenue.jpg
       
Total Shareholder Return Vs Peer Group Total Shareholder Return represents the return on a fixed investment of $100 in Halozyme’s stock for the period beginning on the last trading day of 2020 through the end of the applicable fiscal year. Peer Group Total Shareholder Return represents the return on a fixed investment of $100 in the NASDAQ Biotechnology Index for the period beginning on the last trading day of 2020 through the end of the applicable fiscal year, and is calculated assuming the reinvestment of dividends. The following chart illustrates the CAP for our CEO and the average CAP for our Non-PEO NEOs for each of the last five years against our total shareholder return and the total shareholder return for the NASDAQ Biotechnology Index (each calculated as described above) over that period of time.
Cap vs TSR.jpg
       
Tabular List, Table
The following is an unranked list of the Halozyme financial performance measures we consider most important in linking the compensation actually paid to our Named Executive Officers for 2025 with Halozyme performance.
Revenue (as used in our 2025 EBP)
Adjusted EBITDA (as used in our 2025 EBP)
Stock Price (including relative TSR, as used in our PSUs awarded in 2021, 2022, 2023, 2024 and 2025 and as described in the Compensation Discussion and Analysis above)
In addition to the financial performance measures listed above, we view our stock price, upon which the value of all of our equity awards is dependent, as a key performance-based component of our executive compensation program in order to further align the interests of our senior management with the interests of our stockholders.
       
Total Shareholder Return Amount $ 157.57 111.94 86.54 133.22 94.15
Peer Group Total Shareholder Return Amount 124.75 93.49 94.03 89.9 100.02
Net Income (Loss) $ 316,900,000 $ 444,100,000 $ 281,600,000 $ 202,100,000 $ 402,700,000
Company Selected Measure Amount 1,396,600,000 1,015,300,000 829,300,000 660,100,000 443,300,000
PEO Name Helen I Torley Helen I Torley Helen I Torley Helen I Torley Helen I Torley
Measure:: 1          
Pay vs Performance Disclosure          
Name Revenue        
Measure:: 2          
Pay vs Performance Disclosure          
Name Adjusted EBITDA        
Measure:: 3          
Pay vs Performance Disclosure          
Name relative TSR        
Measure:: 4          
Pay vs Performance Disclosure          
Name stock price        
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (21,000,159)        
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 26,384,470        
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 8,135,598        
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 3,045,457        
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (2,773,384)        
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 3,024,406        
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 1,607,271        
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 610,778        
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (1,125,493)        
v3.26.1
Award Timing Disclosure
12 Months Ended
Dec. 31, 2025
Award Timing Disclosures [Line Items]  
Award Timing MNPI Disclosure
Equity Award Grant Practices

During fiscal year 2025, no stock options were granted to the NEOs in the period beginning four business days before and ending one business day after the filing or furnishing of any Form 10-Q, Form 10-K or Form 8-K that disclosed material nonpublic information.
The Compensation Committee’s practice is to grant annual equity awards to executive officers at its first meeting in February each year, which is generally scheduled well in advance. The Compensation Committee also retains discretion to grant other equity awards from time to time when and as Compensation Committee may determine to be appropriate.
However, the timing of the grant of a Company equity award may be changed to satisfy the Company’s policy on the timing of equity award grants. The Company’s policy on the timing of equity award grants generally provides that if the Company files its Annual Report on Form 10-K, a Quarterly Report on Form 10-Q, or a Current Report on Form 8-K that contains information that would (but for such public disclosure) be material nonpublic information in respect of the Company with the Securities and Exchange Commission (any such filing by the Company with the Securities and Exchange Commission, a “Disclosure Event”) on, or on the business day immediately preceding, the intended date of grant of an equity award, the date of grant of such award will (unless otherwise provided by the Compensation Committee) be the second full trading day following the Disclosure Event. In addition, the policy generally provides that if, on the date of grant of an equity award, the Compensation Committee believes that the Company will have a Disclosure Event within the following four full business days, the date of grant of the award will (unless otherwise provided by the Compensation Committee) occur on the second full trading day following the Disclosure Event. Any equity awards approved pursuant to any delegated authority to approve equity award grants and other than by the Compensation Committee are generally subject to these same timing provisions. Equity awards granted to members of the Board of Directors are generally made on the date of the Annual Meeting in accordance with our non-employee director compensation program are not subject to these timing provisions.
Material nonpublic information is not taken into account in determining the timing and terms of equity award grants and the Company does not time the disclosure of material nonpublic information for the purpose of affecting the value of executive compensation.
Award Timing Method However, the timing of the grant of a Company equity award may be changed to satisfy the Company’s policy on the timing of equity award grants. The Company’s policy on the timing of equity award grants generally provides that if the Company files its Annual Report on Form 10-K, a Quarterly Report on Form 10-Q, or a Current Report on Form 8-K that contains information that would (but for such public disclosure) be material nonpublic information in respect of the Company with the Securities and Exchange Commission (any such filing by the Company with the Securities and Exchange Commission, a “Disclosure Event”) on, or on the business day immediately preceding, the intended date of grant of an equity award, the date of grant of such award will (unless otherwise provided by the Compensation Committee) be the second full trading day following the Disclosure Event. In addition, the policy generally provides that if, on the date of grant of an equity award, the Compensation Committee believes that the Company will have a Disclosure Event within the following four full business days, the date of grant of the award will (unless otherwise provided by the Compensation Committee) occur on the second full trading day following the Disclosure Event.
Award Timing Predetermined true
Award Timing MNPI Considered false
Award Timing, How MNPI Considered aterial nonpublic information is not taken into account in determining the timing and terms of equity award grants and the Company does not time the disclosure of material nonpublic information for the purpose of affecting the value of executive compensation.
MNPI Disclosure Timed for Compensation Value false
v3.26.1
Insider Trading Policies and Procedures
12 Months Ended
Dec. 31, 2025
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true