Dominik Meier
About Dominik Meier
Dominik Meier (age 47) is a director of Cronos Group Inc. since 2023; he resides in Richmond, VA, United States. He is Vice President of Marketing Operations and Activations at Altria Client Services (ALCS) and previously led Consumer & Marketplace Insights & Innovation at ALCS and Strategy/Consumer & Marketplace Insights at Altria Ventures; earlier, he served as General Manager/Managing Director of Nat Sherman LLC and General Manager for JV Richmark GmbH. He holds a B.A. from Tufts University and a master’s degree from the University of Chicago and is active in environmental and disability organizations, serving as Vice Chair for the Finance Committee at Higher Achievement.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Altria Client Services (ALCS) | VP, Marketing Operations & Activations; formerly VP Consumer & Marketplace Insights & Innovation | Since 2005 (Altria family) | Led consumer insights/innovation; marketing operations execution |
| Altria Ventures Inc. | VP Strategy, Consumer & Marketplace Insights | Not disclosed | Strategy and market insights for venture initiatives |
| Nat Sherman LLC | General Manager/Managing Director (super-premium cigarettes/cigars) | Not disclosed | Ran business operations in premium tobacco segment |
| Richmark GmbH (JV) | General Manager | Not disclosed | JV leadership in international operations |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Higher Achievement (non-profit) | Board member; Vice Chair, Finance Committee | Not disclosed | Finance oversight for education-focused non-profit |
Board Governance
- Independence: Meier is “independent” under NASDAQ rules but not independent under NI 58-101 because Cronos is considered “controlled” by Altria (>40% ownership); Altria employees (including Meier) are not NI 58-101 independent.
- Committee assignments: Meier is not a member of the Audit Committee or Compensation Committee.
- Attendance: In 2024 the Board held five meetings; each director attended all Board meetings and, for those serving on committees, 100% of their committee meetings.
- Altria designation: Meier is one of four Altria Nominees under the Investor Rights Agreement.
- Lead Independent Director: James Rudyk serves as Independent Lead Director.
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual retainer (cash) | $0 | Cronos pays director cash retainers only to non-employee directors other than Altria employees; Altria employees (including Meier) receive no compensation from Cronos for board service. |
| Committee chair/member fees | $0 | Same exclusion applies to Altria employees. |
| Equity (Deferred Share Units) | $0 | DSUs are granted only to non-employee directors other than Altria employees; 2024 DSU grants were to eligible directors only. |
| Meeting fees | Not disclosed | No meeting fees disclosed in 2024 director compensation program. |
Performance Compensation
- None disclosed or paid to Meier; DSUs are not granted to Altria employees, and no director performance awards apply.
Other Directorships & Interlocks
| Entity | Nature of Interlock | Governance Implication |
|---|---|---|
| Altria Group, Inc. | Altria beneficially owns ~40.6% of Cronos and designates directors (including Meier) under the Investor Rights Agreement. | Board composition and certain approvals reflect Altria’s rights; independence under NI 58-101 is impacted. |
| ALCS/Altria roles | Meier is an Altria employee serving on Cronos board. | Potential conflicts managed via Conflicts Policy and Independent Committee review for related-party transactions. |
Expertise & Qualifications
- Marketing operations leadership at ALCS across consumer insights, strategy, and brand execution; premium category operating experience (Nat Sherman).
- International and multi-market experience (Richmark JV; multi-citizenship: Swiss, Italian, American).
- Non-profit finance committee leadership (Higher Achievement).
- Education: B.A. Tufts; master’s University of Chicago.
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class |
|---|---|---|
| Dominik Meier | — | —% |
- Anti-hedging/anti-pledging: Cronos’ Insider Trading Policy prohibits directors from hedging or pledging company shares; policy applies to directors.
- Director stock ownership guidelines: Apply only to non-employee directors other than Altria employees; thus Meier is exempt.
Governance Assessment
- Board effectiveness and engagement: Meier met full Board attendance in 2024; independent directors held five executive sessions led by the Lead Independent Director, supporting independent oversight.
- Committee work: Meier is not on Audit or Compensation, limiting direct involvement in financial oversight or pay-setting; Audit (Rudyk chair, Adler, Garnick) and Compensation (Adler chair, Rudyk, Seegar) maintained 100% attendance.
- Alignment and incentives: As an Altria employee, Meier receives no Cronos director cash or DSU compensation and holds no Cronos shares, reducing direct ownership alignment but avoiding director pay conflicts at Cronos.
- Conflicts management: Cronos maintains a Conflicts Policy and Related Party Transactions Policy requiring Independent Committee approval for transactions with Altria; the Investor Rights Agreement imposes approval rights and committee representation proportional to Altria’s ownership, with pre-emptive/top-up rights.
- Shareholder signals: 2024 say-on-pay support was ~96%, indicating investor confidence in compensation governance; while focused on executives, it reflects broader governance sentiment.
RED FLAGS
- Altria control and designation rights: Cronos is “controlled” by Altria under NI 58-101, and Meier is an Altria employee; this creates structural conflicts and reduces NI 58-101 independence despite NASDAQ independence status.
- Zero ownership alignment: Meier reports no beneficial ownership of Cronos shares; exempt from director ownership guidelines due to Altria employment.
- Altria approval rights: Altria retains approval over significant M&A, asset sales, related-party transactions, and other actions until its stake falls below 10%, constraining board autonomy.
Net assessment: Meier brings deep consumer/marketing operations expertise from Altria, with strong attendance and engagement, but as an Altria-designated employee-director with no Cronos ownership, his independence and alignment are structurally constrained; reliance on Independent Committee processes and robust conflict policies is critical to mitigate related-party risks.