REVOLUTION MEDICINES INC (RVMD)
Sector: Health Care
2026 Annual Meeting Analysis
REVOLUTION MEDICINES INC · Meeting: June 18, 2026
Directors FOR
2
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Director Elections
Election of Two Class III Directors to Hold Office Until the 2029 Annual Meeting of Stockholders
RVMD's 3-year return of +442% vastly outperforms the peer group median (+61%) by +381 percentage points, far exceeding the 50-percentage-point threshold that would trigger a negative vote, and Borisy has deep biotech operating and board experience with no overboarding or attendance concerns.
As CEO and director since 2014, Goldsmith has presided over exceptional shareholder returns (+442% over 3 years vs. peer median of +61%), no TSR underperformance trigger applies, and there are no overboarding, attendance, or independence concerns.
Both Class III director nominees — Alexis Borisy and CEO Mark Goldsmith — receive a FOR vote. RVMD's 3-year total shareholder return of +442% outperforms the company-disclosed peer group median by +381 percentage points, far exceeding the 50-percentage-point threshold required to trigger a negative vote for a company with strong positive absolute returns. No overboarding, attendance, independence, or familial relationship concerns exist for either nominee.
Say on Pay
✓ FORCEO
Mark A. Goldsmith, M.D., Ph.D.
Total Comp
$14,672,390
Prior Support
98%%
CEO total compensation of approximately $14.7 million is within a reasonable range for a large-cap biotech CEO at a $27.8 billion company executing on multiple pivotal clinical programs, and the pay structure is heavily performance-oriented — the proxy discloses that 94% of CEO pay is 'at risk,' consisting of stock options and restricted stock units that only pay out if the stock price rises, plus an annual cash bonus tied to clearly defined clinical and operational goals. The 2025 bonus payout of 146% of target reflects genuine outperformance: the company executed ahead of schedule on multiple pivotal studies, initiated additional trials beyond target, and secured a major strategic financing — all verified corporate achievements. The prior Say-on-Pay vote received 98% support, the company maintains a robust clawback policy adopted in November 2023, and there are no pay-mix, dilution, or governance concerns that would warrant a negative vote.
Auditor Ratification
✓ FORAuditor
PricewaterhouseCoopers LLP
Tenure
9 yrs
Audit Fees
$2,036,000
Non-Audit Fees
$110,000
PwC has audited RVMD since the fiscal year ended December 31, 2017 (approximately 9 years), well below the 25-year tenure threshold that would trigger a negative vote; non-audit fees of $110,000 represent only about 5.4% of audit fees of $2,036,000, comfortably below the 50% threshold; PwC is a Big 4 firm appropriate for a company of RVMD's $27.8 billion market cap; and no material financial restatements have been identified.
Overall Assessment
Revolution Medicines' 2026 annual meeting presents a clean three-proposal ballot with no significant governance concerns. The company has delivered outstanding shareholder returns (+442% over 3 years vs. a peer median of +61%), its compensation program is heavily performance-linked, auditor fees are well within acceptable bounds, and both director nominees bring relevant biotech expertise — all three proposals receive a FOR vote.
Compensation Peer Group
35 companies disclosed in 2026 proxy filing