Kenneth Watkinson

About Kenneth Watkinson

Kenneth J. Watkinson is Coeur Mining’s Vice President, Corporate Controller & Chief Accounting Officer (CAO). He joined Coeur in September 2013 as Director of Financial Reporting, became VP, Corporate Controller in March 2017, and was appointed CAO in February 2018. He is 56, a CPA, and holds a B.S. in Accounting from Northeastern Illinois University; prior roles include senior SEC reporting positions at HSBC North America, Baxter International, and Kraft Foods . Company performance context for 2024: corporate AIP paid at 99% of target and the 2022–2024 PSU cycle paid 57% of target; Coeur’s share price rose approximately 75% during 2024 amid Rochester expansion completion and the SilverCrest acquisition closing in February 2025 .

Past Roles

External Roles

Fixed Compensation

Performance Compensation

Company programs and 2024 outcomes that govern executive pay (including the CAO) are below.

• Annual Incentive Plan (AIP) – Corporate scorecard (FY 2024)

• Long-Term Incentive Plan (PSUs) – 2022–2024 outcome

• Equity award structures and vesting
  • Restricted stock awards vest one-third annually over three years; PSUs cliff-vest after a three-year performance period .
  • LTIP prohibits single-trigger vesting; equity accelerates on a double trigger (CIC plus qualifying termination) .

Equity Ownership & Alignment

• Stock ownership guidelines (executives who report to the CEO)

The CLD Committee determined each director and executive has either met the guideline or is within the compliance period; unvested time-based RS/RSUs count, but unvested PSUs and unexercised options do not .

• Hedging/pledging and trading policies

  • Hedging and pledging of Coeur stock are prohibited; directors and executive officers may not hold Coeur securities in margin accounts. No excise tax gross-ups and no single-trigger cash severance on CIC .

• Ownership detail

  • The 2025 proxy lists beneficial ownership for directors and NEOs but not for the CAO individually; current holdings for Watkinson are not itemized. His initial Form 3 upon becoming a Section 16 officer (Jan 31, 2018) disclosed 24,417 common shares, including 23,417 unvested restricted shares as of that date .

• LTIP features relevant to alignment and dilution

  • Double-trigger equity acceleration on CIC; no discounted options/SARs; no repricing without stockholder approval; independent CLD Committee oversight .
  • Proposal to increase LTIP share reserve by 19 million shares (to 23,072,230 shares available for post-1/1/2025 awards) and extend plan term; would raise overhang from 3.5% to 8.4% as of 12/31/2024 if approved .

• Historical equity burn rate (share supply pacing)

(a) Full-value shares = restricted stock granted + PSUs vested; excludes PSUs granted .

Employment Terms

Performance & Track Record (Company context during tenure)

• 2024 initiatives drove a transition to positive free cash flow in 2H24, began deleveraging, completed Rochester expansion ramp-up, and closed the SilverCrest acquisition in Feb 2025; shares rose ~75% in 2024, among sector leaders .
• 2024 AIP corporate payout was 99% of target; 2022–2024 PSU payout 57% (above-target reserves/resources and GHG intensity reduction; below-threshold ROIC and Rochester Stage VI production) .

Risk Indicators & Red Flags

• No hedging/pledging; no excise tax gross-ups; no single-trigger severance; clawback policy in place .
• Equity award repricing prohibited without stockholder approval .
• Related person transactions: none since the beginning of 2024 per policy review .
• Say-on-pay support: over 96% approval at the 2024 annual meeting, indicating strong investor support for pay practices .

Say-on-Pay & Shareholder Feedback

• 2024 say-on-pay approval exceeded 96%; program emphasizes at-risk pay and performance linkage. The company engages regularly with investors and retained independent compensation consultants (Semler Brossy through July 2024; Meridian thereafter) .

Compensation Structure Analysis

• Mix and risk: Majority of executive compensation is at-risk with a high portion in PSUs; three-year cliff vesting increases retention and defers realization until multi-year performance is known .
• Metrics rigor: AIP tied to production, cost, EHS, EBITDA, strategy; LTIP tied to ROIC, reserves/resources growth, and GHG intensity with no guaranteed TSR kicker (TSR can be a modifier) .
• Governance strength: Double-trigger CIC vesting, no tax gross-ups, prohibitions on pledging/hedging, and a robust clawback mitigate misalignment risk .

Investment Implications

• Alignment: Watkinson operates under the same pay-for-performance architecture as other executives (corporate AIP and PSU-centric LTIP), with ownership guidelines (2x salary) and no hedging/pledging—factors supportive of shareholder alignment and moderate retention risk given multi-year equity vesting .
• Disclosure gap: As a non-NEO, individual base salary, bonus, and current beneficial ownership are not itemized, limiting precision in analyzing personal selling pressure; monitor future Form 4 filings for RSU/PSU vesting-driven sales or 10b5-1 activity .
• Supply/dilution watch: The proposed 19 million-share increase to the LTIP (raising potential overhang to 8.4%) coupled with a 1.0% three-year average burn rate suggests ongoing equity issuance cadence; periodic vesting could create modest, recurring selling pressure across the exec bench (including the CAO) if awards settle in shares and are monetized .
• Governance risk low: No related-party transactions, a stringent clawback, and strong say-on-pay support indicate low governance red flags in compensation design .