Kevin Puil
About Kevin Puil
Kevin Puil, age 52, is an independent director of Dakota Gold Corp. (NYSE American: DC) appointed on May 15, 2025. He serves as Chair of the Nominating and Corporate Governance Committee and as a member of the Compensation Committee. Puil is Managing Partner of RIVI Capital LLC (since 2014), holds a B.A. in Economics from the University of Victoria, and is a CFA charterholder, bringing over 25 years of resource investment experience to the board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| RIVI Capital LLC | Managing Partner | 2014–present | Precious metals investing and capital markets insight |
| Bolder Investment Partners (now Haywood Securities) | Partner & Portfolio Manager | Not disclosed | Portfolio management in natural resources |
| Encompass Fund | Senior Analyst (Natural Resources) | Not disclosed | Sector analysis expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Multiple mining companies | Independent Director | Not disclosed | Specific companies not named; underscores governance experience |
Board Governance
- Committee assignments: Chair, Nominating & Corporate Governance Committee; Member, Compensation Committee .
- Independence: Board designated Puil as an independent director; no arrangements/understandings for his appointment; no family relationships; no Item 404(a) related-party transactions disclosed .
- Lead Independent Director: Todd Kenner elected Lead Independent Director concurrently with Puil’s appointment .
- Attendance culture: In FY2024, the Board held 6 meetings; each incumbent director attended all regularly scheduled Board and committee meetings; committees held Audit (4), Compensation (4), Nominating (3), Technical (3), ESG (3) meetings .
Fixed Compensation
| Component | Amount | Terms |
|---|---|---|
| Annual Board Fees (Cash) | $36,000 | Standard non-employee director arrangement |
| Committee Chair Fees | Not disclosed | Nominating & Corporate Governance chair |
| Meeting Fees | Not disclosed | Board reimburses reasonable expenses; may award special remuneration for special services |
- Context: In prior years, DC disclosed $12,500 per quarter ($50,000 annually) in cash fees for some non-executive directors (e.g., Grafton/Koenig/Schroeder) . Puil’s disclosed annual cash fee is $36,000 at appointment .
Performance Compensation
| Instrument | Grant | Vesting | Term | Exercise Price | Performance Metrics | Change-of-Control Treatment |
|---|---|---|---|---|---|---|
| Stock Options | 100,000 options (one-time initial grant) | Vests equally in 2026, 2027, 2028 | 5 years | Set per company standard option practices (not disclosed) | None disclosed for directors | Under DC’s 2022 Stock Plan, RSUs and stock options fully accelerate; PSUs accelerate at target upon a change of control |
Other Directorships & Interlocks
| Item | Status | Evidence |
|---|---|---|
| Compensation Committee interlocks | Company disclosed none in recent proxies | 2023/2024 proxies note no compensation committee interlocks |
| Related-party transactions | None for Puil at appointment | No Item 404(a) transactions; no arrangements or family relationships |
Expertise & Qualifications
- Capital markets: Former fund manager and analyst in natural resources; Managing Partner at RIVI Capital LLC (precious metals focus) .
- Governance: Prior independent director roles at multiple mining companies; committee leadership experience implied .
- Education/credentials: Economics degree (University of Victoria); CFA charterholder .
Equity Ownership
| Measure | Value | Notes |
|---|---|---|
| Beneficial ownership (as % of outstanding) | Not disclosed | 2025 proxy ownership table (record date March 14, 2025; 99,032,807 shares outstanding) does not list Puil, consistent with his May 15, 2025 appointment |
| Shares owned | Not disclosed | Not in 2025 proxy table due to appointment after record date |
| Options (unvested) | 100,000 | Granted at appointment; vest 2026–2028; 5-year term |
| Pledging/hedging | Not disclosed | No pledging disclosed in reviewed documents; related-party review overseen by Audit Committee per code/charter |
Insider trades: No Form 4 filings for Puil were located in our search window (2022–Nov 2025) for DC; the 8-K appointment disclosure indicates no Item 404(a) transactions .
Governance Assessment
-
Strengths
- Independent director with deep capital markets and precious metals experience; adds funding and investor-relations perspective as DC advances to production .
- Immediate governance responsibility as Chair of Nominating & Corporate Governance and member of Compensation Committee, signaling board trust and engagement .
- Clean conflicts profile at appointment (no arrangements/understandings, no family relationships, no related-party transactions under Item 404(a)) .
- Equity-linked compensation (initial options) enhances alignment with long-term value creation .
-
Watch items / RED FLAGS
- DC discloses it does not have a formal written policy for related-party transaction reviews (relies on Audit Committee charter and Code of Ethics). While processes exist, absence of a formal written policy is a governance weakness to monitor .
- Cash retainer for Puil ($36,000) is lower than prior proxy-reported cash fees for certain non-executive directors ($12,500/quarter = $50,000/year), indicating a shift in mix and potential inconsistency across directors; monitor for clarity and standardization in director pay practices .
-
Engagement signals
- Board/committee cadence in FY2024 (Board: 6; Audit: 4; Compensation: 4; Nominating: 3; Technical: 3; ESG: 3), and full attendance by incumbents, reflect active governance. Puil’s 2025 appointment postdates this period; future attendance should be tracked in the next proxy .
Notes on Data Coverage
- Appointment and compensation terms for Puil are disclosed in DC’s May 19, 2025 Form 8-K (Item 5.02 and Exhibit 99.1) .
- Beneficial ownership table as of March 14, 2025 (record date) does not include Puil given his May 2025 appointment; next proxy should reflect his holdings .
- Change-of-control acceleration terms are drawn from DC’s equity plan disclosures in proxies .