On this page of StockholderLetter.com we present the latest annual shareholder letter from NEUROCRINE BIOSCIENCES INC — ticker symbol NBIX. Reading current and past NBIX letters to shareholders can bring important insights into the investment thesis.

 •  4/9/2025 Letter Continued (Full PDF)
 •  4/6/2023 NBIX Stockholder Letter
 •  4/10/2024 NBIX Stockholder Letter
 •  More "Biotechnology" Category Stockholder Letters
 •  NBIX Benford's Law Stock Score = 98

NBIX Shareholder/Stockholder Letter Transcript:

2024
Annual Report

BUILDING A LEADING NEUROSCIENCE-FOCUSED COMPANY
NEUROCRINE DISCOVERED / DEVELOPED
IN THE U.S.
Discovered
and Developed
Four Novel FDAApproved Programs
Deep Expertise in
Neuroscience Drug
Development
Fully-Integrated
Organization with
R&D and Commercial
Capabilities
1
2
2
Growing Blockbuster
Commercial Product
in INGREZZA with
Strong IP
Future Blockbuster
Opportunity with
CRENESSITY
Industry-Leading
Portfolio of Muscarinic
Compounds
IN THE U.S. AND EU
IN EUROPE
                                             That Can

Our Pipeline Today     12 Programs
Phase 1
Phase 2
Phase 3
NEUROLOGY
valbenazine (VMAT2 Inhibitor) Dyskinetic Cerebral Palsy
NBI-   986 (M4 Antagonist) Movement Disorders
NBI-   355 (Nav1.2/1.6) Epilepsy
NEUROPSYCHIATRY
valbenazine (VMAT2 Inhibitor) Adjunctive Treatment of Schizophrenia
osavampator /NBI-   845 (AMPA) Inadequate Response to Treatment in Major Depressive Disorder
NBI-   568 (M4 Agonist) Schizophrenia
NBI-   770 (NMDA NR2B NAM) Major Depressive Disorder
NBI-   570 (M1/M4 Agonist) Schizophrenia-CNS Indications
NBI-   567 (M1 Agonist) CNS Indications
NBI-   569 (M4 Agonist) CNS Indications
NBI-   890 (VMAT2 Inhibitor) CNS Indications
NBI-   675 (VMAT2 Inhibitor) CNS Indications
Industry-Leading
Muscarinic Pipeline
Potential Areas for Development
Alzheimer   s Disease     Bipolar Disorder Lewy Body Dementia Parkinson   s
Disease
Schizophrenia     Dystonia     Parkinson   s Disease Tremor
1. Mitsubishi Tanabe Pharma Corporation (MTPC) has commercialization rights in Japan
and other select Asian markets
2. AbbVie has global commercialization rights

NEUROCRINE BIOSCIENCES, INC.
6027 Edgewood Bend Court
San Diego, CA 92130
Notice of Annual Meeting of Stockholders
To Be Held on May 21, 2025
TO THE STOCKHOLDERS:
NOTICE IS HEREBY GIVEN that the 2025 Annual Meeting of Stockholders of Neurocrine Biosciences, Inc., a Delaware
corporation (the    Company   ), will be held on May 21, 2025, at 10:30 a.m., local time, at the Company   s corporate offices located at
6027 Edgewood Bend Court, San Diego, California 92130, for the following purposes as more fully described in the Proxy Statement
accompanying this Notice:
1.
The election of the four nominees for Class II directors named herein to the Board of Directors to serve for a term of
three years;
2.
An advisory vote on the compensation paid to the Company   s named executive officers;
3.
To approve the Company   s 2025 Equity Incentive Plan;
4.
To approve an amendment and restatement of the Company   s 2018 Employee Stock Purchase Plan;
5.
The ratification of the appointment of Ernst & Young LLP as the Company   s independent registered public accounting
firm for the fiscal year ending December 31, 2025; and
6.
To transact such other business as may properly come before the Annual Meeting of Stockholders or any continuation,
adjournment or postponement thereof.
Only stockholders of record at the close of business on March 24, 2025 are entitled to receive notice of and to vote at the
Annual Meeting of Stockholders.
All stockholders are invited to attend the Annual Meeting of Stockholders in person. However, we strongly urge our
stockholders not to attend the Annual Meeting in person and to instead submit proxy votes. Our Annual Meeting will be purely
functional in format to comply with the relevant legal requirements. There will be no presentations or exhibitions. No refreshments
will
ill be
b provided.
id d Your vote is important. Whether or not you plan to attend the Annual Meeting, we encourage you to submit
your proxy or voting instructions as soon as possible to vote your shares. You may vote over the Internet, as well as by telephone
or by mailing a proxy or voting instruction form. Please review the instructions on each of your voting options described in these
proxy materials. Stockholders attending the Annual Meeting may vote in person even if they have returned a proxy. If you hold shares
through an account with a brokerage firm, bank or other nominee, please follow the instructions you receive from such firm, bank or
other nominee to vote your shares.
By Order of the Board of Directors,
Darin Lippoldt
Chief Legal Officer and Corporate Secretary
San Diego, California
April 9, 2025

Important Notice Regarding the Availability of Proxy Materials for the Stockholders   
Meeting to be Held on May 21, 2025 at 10:30 a.m. Local Time at
6027 Edgewood Bend Court, San Diego, California 92130.
The Proxy Statement and Annual Report to stockholders are available at
www.proxyvote.com
p y
. Please have the control number on your proxy card available.
A copy of the Company   s Annual Report to the Securities and Exchange Commission on Form 10-K for the fiscal year ended
December 31, 2024 is available without charge upon written request to the Company   s Corporate Secretary at
6027 Edgewood Bend Court, San Diego, California 92130.

TABLE OF CONTENTS
Proxy Summary
About the Annual Meeting
Security Ownership of Certain Beneficial Owners and
Management
Our Board of Directors
General
Director Biographies of Class II Directors Nominated for
Reelection at the 2025 Annual Meeting of Stockholders
Director Biographies of Class I and Class III Directors not
Nominated for Reelection at the 2025 Annual Meeting of
Stockholders
The Board of Directors and Corporate Governance Matters
General
Corporate Governance Best Practices
Board of Directors Overview
Board Leadership Structure
t
Board Independence
Classified Board Structure
t
Overboa
r rding Policy
1
2
5
Compensation Philosophy and Obje
b ctives
Overall Compensation Determination Process
Components of Executive Compensation
49
50
53
7
7
7
2024 Named Executive Offi
f cer Compensation Decisions
Other Featur
t es of our Executive Compensation Program
Offi
f cer Equity Ownership Guidelines
55
59
60
8
Equity Trading Policies and Procedur
d es
60
11
11
11
12
12
13
13
13
Director Refreshment
Board and Committee Meetings During 2024
Information About Board Committees
Compensation Committee Interlocks and Insider Participation
Director Nomination Process
Board Self-A
f ssessment
Board Educ
d ation
Identification and Evaluation of Nominees for Director
13
14
14
15
15
15
16
16
Proxy Access
Process for Stockholder Communications with the Board of
Directors
Role of Board in Risk Oversight
Corporate Responsibility
Risk Assessment Concerning Compensation Practices and
Policies
Role of Board in Succession Planning
Policy Regarding Board Member Attendance at the Company's
Annual Meeting
Report of the Audit Committee
Principal Accountant Fees and Services
Compensation Committee Report
Proposal One: Election of Directors
Proposal Two: Advisory Vote on Compensation Paid to the
Company's Named Executive Offi
f cers
Proposal Three: Approval of the Company's 2025 Equity
Incentive Plan
Proposal Four: Approval of an Amendment and
Restatement of the 2018 Employee Stock Purchase Plan
Equity Compensation Plans
Proposal Five: Ratification of Appointment of Independent
Registered Public Accounting Firm
Executive Offi
f cers
Compensation Discussion and Analysis
Executive Summary
Equity Grant Practices
Compensation Recoupment Policy
Tax and Accounting Considerations
Risk Analysis of Our Compensation Program
Executive Compensation and Other Information
Summary
r Compensation Table
a
Grants of Plan-Based Awards During 2024
Agreements with Named Executive Offi
f cers Effe
f ctive During
Fiscal Year 2024
Executive Severance Plan
Amendment and Restatement of Employment Arrangements
Outstanding Equity Awards at Fiscal Year-End
Option Exercises and Stock Vested During the Year
Potential Payments upon Termination or Change-in-Control
CEO Pay Ratio
Item 402(v) Pay Versus Perfor
f mance
Policies and Practices Related to the Grant of Certain Equity
Awards Close in Time to the Release of Material Nonpublic
Information
61
61
61
62
63
63
64
65
16
16
Directors Compensation Summary
Non-Employee Director Compensation Philosophy
79
79
17
17
17
Non-Employee Director Compensation for 2024
Director Compensation Table
a
Non-Employee Director Compensation for 2025
80
80
81
17
17
Non-Employee Director Equity Ownership Guidelines
Additional Information
81
81
18
19
20
21
23
Related Person Transactions
Other Matters
Additional Information
Special Note Regarding Forward-Looking Statements
Appendix A - 2025 Equity Incentive Plan
81
81
81
82
24
Appendix B - 2018 Employee Stock Purchase Plan
36
41
42
43
45
45
66
67
68
69
70
74
75
78



 4/9/2025 Letter Continued (Full PDF)