Derek Watson
About Derek Watson
Derek Watson is Chief Financial Officer of The Cannabist Company (formerly Columbia Care), joining in January 2022 after senior finance roles across consumer and industrial sectors and 20 years at KPMG; he is a Chartered Accountant (ICAEW) with an undergraduate degree in Finance & Accounting from Kingston University, London and an MBA from Columbia University . In FY2024, the company reported revenue of $458.7 million and Adjusted EBITDA of $54.7 million vs. $511.3 million and $69.6 million in FY2023, metrics the company notes are used to determine components of executive compensation . In 2024, management highlighted $23 million in annualized cost savings from restructuring and a February 27 agreement to extend senior secured debt maturities to December 2028, with options to extend through 2029, underpinning Watson’s balance-sheet management focus .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Tastes on the Fly | Chief Financial and Commercial Officer | Sep 2018–Jan 2022 | Led finance and commercial functions for a PE-backed national consumer retail company . |
| Starr Restaurants | Chief Financial Officer | Apr 2016–Mar 2018 | CFO for multi-location consumer/restaurant group . |
| Samba Brands | Chief Financial Officer | Not disclosed | CFO at consumer company; details not specified in filing . |
| Schindler Elevator (U.S. subsidiary of Schindler Holding AG) | CFO & VP Strategic Initiatives | Not disclosed | Finance leadership and strategic initiatives at industrial subsidiary . |
| KPMG | Partner & Practice Leader (Audit/Consulting) | ~20 years | Served private and Fortune 500 clients across geographies (London, Prague, New York, Philadelphia) . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Culinary Institute of America | Fellow | Not disclosed | Industry engagement and recognition . |
| Queen Elizabeth Memorial Garden (NY) | Board Member | Not disclosed | Non-profit board service . |
| Various start-ups | Board Advisor | Not disclosed | Advisory roles to entrepreneurial companies . |
Fixed Compensation
| Metric | FY2023 | FY2024 |
|---|---|---|
| Base Salary ($) | Not disclosed | $370,000 . |
| Share-Based Awards (Grant-date Fair Value, $) | Not disclosed | $280,000 . |
| Annual Incentive (Cash, $) | Not disclosed | $122,100 . |
| All Other Compensation ($) | Not disclosed | $15,573 (Company 401(k) contribution) . |
| Total Compensation ($) | Not disclosed | $787,673 . |
Performance Compensation
| Component | Metric | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| Annual Incentive (Cash) | Corporate and individual goals (company uses Revenue, Adjusted EBITDA, margins to determine components of executive compensation) | Not disclosed | Not disclosed | $122,100 for FY2024 ; metrics framework referenced . | Paid annually per plan . |
| Long-term Equity (RSUs) | Time-based | Not disclosed | Not disclosed | 650,000 RSUs granted in 2024 . | Standard RSU vesting; specific schedule not disclosed. |
| Long-term Equity (PSUs) | Performance-based (PSUs vest based on actual performance; if not determinable, at target) | Not disclosed | Not disclosed | 350,000 PSUs granted in 2024 ; PSUs accelerate per CoC terms below. | PSUs vest on certified performance; CoC acceleration rules apply . |
Notes:
- 2024 annual share-based grants for Derek Watson: 650,000 RSUs and 350,000 PSUs .
- The company explicitly uses non-GAAP metrics (EBITDA, Adjusted EBITDA, margin) in executive compensation design; specific NEO weighting/targets were not disclosed .
Equity Ownership & Alignment
| Metric | As of May 15, 2024 | As of Aug 8, 2025 |
|---|---|---|
| Beneficial Ownership (Common Shares) | 1,062,885 (0.23% of common) | 1,291,695 (<1% of common) . |
| Unvested Share-based Awards (RSUs/PSUs) | 2,323,470 units outstanding (not vested) | Not disclosed. |
| Market/Payout Value of Unvested Share-based Awards ($) | $162,643 (based on 12/31/2024 close; FX 1 CAD: 0.695786) | Not disclosed. |
| Options Outstanding | None disclosed in outstanding awards table | Not disclosed. |
| Hedging/Pledging | Hedging prohibited; pledging policy not disclosed | Hedging prohibited; pledging policy not disclosed . |
| Ownership Guidelines | Director guidelines: 5x annual cash retainer, five-year compliance window; all directors compliant as of 12/31/2024 . | Executive ownership guidelines not disclosed . |
Employment Terms
| Scenario | Cash Severance | Health Insurance Continuation | Equity Treatment | Estimated Incremental Payments ($) | Trigger Type |
|---|---|---|---|---|---|
| Change of Control + Qualifying Termination (without cause) | 18 months of then base salary + target bonus, paid over 18 months | Company pays its share of premiums for 18 months | All outstanding RSUs/PSUs vest in full; PSUs vest on actual performance if determinable, otherwise at target | $1,022,893 (as if event occurred on last business day of most recent fiscal year) | Double-trigger (termination in connection with CoC). |
| Change of Control (no qualifying termination) | None | None | RSUs/PSUs from FY2022 and FY2023 vest in full; PSUs vest on actual or at target if not determinable | $92,643 (as if event occurred on last business day of most recent fiscal year) | Single-trigger for specified prior-year grants. |
| Termination Without Cause (other than CoC) | 12 months of then base salary + target bonus, paid over 12 months | Company pays its share of premiums for 12 months | Outstanding RSUs/PSUs forfeited | $573,500 (as if event occurred on last business day of most recent fiscal year) | Single-trigger severance (no CoC). |
| Restrictive Covenants & Clawback/Forfeiture | Non-competition/non-solicitation/non-disclosure covenants incorporated into agreement; breach forfeits severance eligibility | — | — | — | Covenants are “continuing, absolute and unconditional” and survive termination . |
Transaction Bonus Plan (approved July 16, 2025): Bonus pool equal to 1.50% of transaction value for qualifying divestitures/strategic transactions (capped at $5,000,000), paid 1/3 at close, 1/3 at 60 days, 1/3 at 90 days; NEO allocations include Derek Watson at 10% of the pool .
Performance & Track Record
- 2024 operational highlights include $23 million in annualized cost savings from restructuring, optimization of retail/cultivation assets, divestiture of non-strategic assets, and extension of senior secured debt maturities to December 2028 with options to 2029, illustrating focus on cost discipline and liability management .
- FY2024 revenue was $458.7 million with Adjusted EBITDA $54.7 million; FY2023 revenue was $511.3 million with Adjusted EBITDA $69.6 million; the company uses such non-GAAP metrics in compensation design .
Risk Indicators & Red Flags
- Section 16 compliance: One late transaction reported on Form 5 for Derek Watson for FY2024 due to administrative error .
- Hedging prohibited under Insider Trading Policy, reducing misalignment risk; pledging policy not disclosed, which is a transparency gap .
Compensation Structure Analysis
- Cash vs. equity mix (2024): salary $370,000, annual incentive $122,100, share-based grants $280,000; indicates a meaningful equity component alongside cash, aligning with performance and retention objectives .
- Shift to RSUs/PSUs: 2024 grants comprise RSUs (650,000) and PSUs (350,000), consistent with reduced-risk equity (RSUs) and performance linkage (PSUs). Weightings/targets not disclosed .
- Change-of-control terms include single-trigger acceleration for specified prior-year grants (FY2022–2023), a shareholder-sensitive point that can increase sellable supply upon a CoC event .
Equity Ownership & Vesting Pressure
- Unvested awards of 2,323,470 units as of 12/31/2024 represent potential future supply upon vesting; PSUs vest based on performance certification, otherwise at target under specified CoC circumstances .
- Trading activity constrained to windows; hedging prohibited, mitigating some misalignment risk .
Employment Terms (Additional)
- Employment start: January 2022 as CFO .
- Agreement flexibility: The Watson Agreement may be terminated at any time by either party .
- Clawback: Not disclosed.
- Tax gross-ups: Not disclosed.
- Deferred compensation: Legacy Income Incentive Plan terminated April 1, 2020; remaining deferred compensation paid out in shares 12–24 months post-termination; no other deferred compensation plans .
Investment Implications
- Retention risk appears moderate: severance of 12 months salary+target bonus for termination without cause, rising to 18 months on CoC with double-trigger, and health premium support (12–18 months) provide stability but not outsized golden parachute economics .
- Alignment: Less than 1% ownership and significant unvested equity suggest continued alignment via equity vesting; hedging prohibitions support alignment, but lack of pledging disclosure is a governance gap .
- Event risk: Single-trigger acceleration on FY2022–2023 grants in a CoC without termination, plus a Transaction Bonus Plan tied to divestiture value, can incentivize strategic transactions but may increase near-term selling supply post-vesting .
- Execution track: 2024 cost reductions and debt maturity extensions indicate disciplined capital management under Watson; near-term financials show revenue and Adjusted EBITDA moderation vs. 2023, framing a turnaround/optimization narrative rather than top-line growth-led compensation .