Summary of AVEO PHARMACEUTICALS INC

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) AVEO Pharmaceuticals, Inc. (the "Company") has an annual cash incentive program, which is designed to provide cash bonus awards to the Company's employees, including the Company's executive officers. On January 24, 2013, the independent members of the Board of Directors (the "Independent Board Members") of the Company, upon the recommendation of the Company's compensation committee (the "Compensation Committee"), established 2013 annual base salaries and 2013 target annual cash incentive award levels (expressed as a percentage of each executive's 2013 annual base salary), as set forth below:

                                                                        Target Cash Incentive
                                                                        Award as a Percentage
                                                 2013 Annual             of 2013 Annual  Base
Name                                             Base Salary                  Salary (%)
Tuan Ha-Ngoc, President and Chief
Executive Officer                               $     567,875                               65 %
Michael Bailey, Chief Commercial
Officer                                         $     351,079                               40 %
Elan Ezickson, Chief Operating Officer          $     389,159                               40 %
David Johnston, Chief Financial Officer         $     350,893                               40 %
William Slichenmyer, Chief Medical
Officer                                         $     389,853                               40 %

The Compensation Committee and Independent Board Members also approved the following corporate goals under the annual cash incentive program for the fiscal year ending December 31, 2013, which account for 80% of the annual cash incentive awards payable to the Company's executive officers (other than Tuan Ha-Ngoc, whose cash incentive payment is based solely on the achievement of these overall corporate goals):

                                                                     Percentage of
                                                                      Portion of
                                                                      Annual Cash
                                                                    Incentive Award
                                                                    Attributable to
Corporate Goal                                                      Corporate Goals
Advancement of the tivozanib program, including approval
of the New Drug Application in advanced renal cell cancer
by the Food and Drug Administration, submission of the
marketing application to the European Medicines Agency,
successful commercial launch in the U.S., and progress in
three ongoing phase 2 clinical trials                                             65 %

Advancement of the antibody pipeline, including progress
in the phase 1 clinical study for AV-203 and nomination
of a development candidate in one antibody program                                10 %

Achievement of certain year-end cash balances                                     25 %

Total                                                                            100 %

In addition to the overall corporate goals described above, the performance of executive officers is measured against the achievement of certain individual goals (other than Tuan Ha-Ngoc, whose cash incentive payment is based solely on the achievement of the Company's overall corporate goals). For 2013, the individual goals for each of the Company's executive officers (other than Tuan Ha-Ngoc), which account for 20% of such executive officer's annual cash incentive award, are as follows:

Х Mr. Johnston's individual goals relate to managing the financial resources of the Company, providing efficient infrastructure, including technology and facilities, and managing effective investor relations.

Х Mr. Ezickson's individual goals relate to management of the Company's medical affairs function, managing the Company's strategic alliances, overseeing activities related to the supply chain for all of the Company's development programs, alliance and program management, and business development initiatives.

Х Mr. Bailey's individual goals relate to leading the Company's commercialization activities, managing the commercial leadership team, building a sales organization, and overseeing the effective execution of the launch of tivozanib, if approved.

Х Dr. Slichenmyer's individual goals relate to leading the Company's clinical and regulatory efforts to advance regulatory approval of tivozanib in advanced renal cell cancer, and the Company's clinical efforts to advance the development of tivozanib in additional indications and the AV-203 clinical program.

Following completion of the fiscal year ended December 31, 2013, the Compensation Committee and the Independent Board Members will evaluate the performance of the Company and each executive officer against such goals and will determine the annual cash incentive awards, if any, to be granted. The Compensation Committee has the authority to make discretionary adjustments to the annual cash incentive program, including the ability to make additional awards based on the Company's executive officers' performance and to modify the corporate and individual performance targets and the level of awards that the Company's executive officers receive in conjunction with their performance against the targets.

Additional information regarding the compensation of the Company's executive officers will be included in the Company's proxy statement to be filed in connection with its 2013 annual meeting of stockholders.