Mark Shifke
About Mark Shifke
Mark Shifke (age 65) is Chief Financial Officer of Digital Currency Group (DCG) and serves on the board overseeing the Sponsor of Grayscale Ethereum Mini Trust ETF (ETH). He was Chairman of the Sponsor’s board from January 2024 and transitioned to Director on August 4, 2025 when Barry Silbert was appointed Chairman; as of October 22, 2025 he is a Director of Grayscale Investments (the managing member of the Sponsor). He holds a B.A./J.D. from Tulane University and an LL.M. in Taxation from NYU School of Law, with prior CFO roles at Billtrust and Green Dot, plus senior posts at JPMorgan, Goldman Sachs, KPMG, and Davis Polk.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DCG | Chief Financial Officer | Current (bio as of FY 2024 filing) | Senior finance leadership of parent consolidating Sponsor; potential governance influence over Sponsor of ETH. |
| Grayscale Sponsor Board (GSOIH → Grayscale Investments) | Chairman; then Director | Chairman: Jan 2024 – Aug 4, 2025; Director: Aug 4, 2025 onward | Transitioned chair role to Barry Silbert; remains Director post-reorg and oversees Sponsor operations affecting ETH. |
| Billtrust | Chief Financial Officer | Prior to DCG | Public company CFO experience; payments/AR tech domain. |
| Green Dot (NYSE: GDOT) | Chief Financial Officer | Prior to DCG | Public company CFO; mobile banking/payments. |
| JPMorgan Chase; Goldman Sachs | Senior leadership (M&A Structuring/Advisory; Tax Asset Investments) | Prior | Transaction structuring and advisory expertise. |
| KPMG | Head, International Structured Finance Group | Prior | Structured finance leadership. |
| Davis Polk | Partner | Early career | Legal and tax structuring foundation. |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| Luno (DCG subsidiary) | Director | Sep 2023 | Luno is affiliated with DCG; interlock within DCG ecosystem. |
| Dock Ltd. | Director | Mar 2021 | Full‑stack payments/digital banking platform. |
Board Governance
- Structure: ETH has no directors; all management functions are delegated to and conducted by the Sponsor (Grayscale Investments Sponsors, LLC). Governance oversight of ETH occurs via the Sponsor’s board (now at Grayscale Investments post‑reorganization).
- Current role: Director on Grayscale Investments’ board; Barry Silbert is Chair.
- Committees: The Sponsor’s Audit Committee comprises Edward McGee (CFO) and Hugh Ross (COO); Shifke is not listed as a member.
- Independence: Not disclosed formally; Shifke is DCG’s CFO, and DCG consolidates the Sponsor and related entities—an affiliation that limits independence under typical public-company standards.
- Attendance/executive sessions: Not disclosed in ETH filings. (No data provided.)
Fixed Compensation
| Component | Detail |
|---|---|
| Director cash retainer | Not disclosed; ETH has no directors and does not report board retainers—governance resides with the Sponsor. |
| Committee membership fees | Not disclosed. |
| Committee chair fees | Not disclosed. |
| Meeting fees | Not disclosed. |
| Equity/DSUs for directors | Not disclosed for Sponsor board in ETH filings. |
Performance Compensation
| Metric/Structure | Detail |
|---|---|
| Sponsor’s Staking Fee mechanics | Proposal 2 added a Sponsor’s Staking Fee, payable in Ether or other staking consideration, calculated as a per annum percentage of staking consideration and paid daily in arrears. No shareholder vote on the percentage; the Sponsor may collect any amount up to the rewards earned. |
| NAV treatment | Accrued unpaid Sponsor’s Staking Fee reduces NAV Fee Basis Amount and NAV; daily accrual is subtracted in NAV calculation. |
| Conflict signal | Fee directly reduces net staking rewards to shareholders and can incentivize higher staking proportions, potentially increasing liquidity/settlement risk. |
Note: These fee mechanics compensate the Sponsor, not individual directors; no director-specific performance pay metrics are disclosed in ETH filings.
Other Directorships & Interlocks
| Company | Relationship | Interlock Risk |
|---|---|---|
| DCG | Parent; consolidates Sponsor, Grayscale Investments, GSOIH | Shifke is DCG CFO; DCG controls the Sponsor—material affiliation with controlling shareholder. |
| Luno | DCG subsidiary | Shared DCG ecosystem directorship increases intra‑group interlocks. |
| Dock Ltd. | External payments platform | External board; no direct ETH conflict disclosed. |
Expertise & Qualifications
| Area | Evidence |
|---|---|
| Finance/CFO leadership | CFO roles at DCG, Billtrust, Green Dot; four decades in finance/fintech. |
| Capital markets/M&A/tax | Senior roles at JPMorgan, Goldman Sachs; KPMG structured finance; LL.M. in Taxation. |
| Legal | Partner at Davis Polk; JD/LL.M. foundation. |
Equity Ownership
| Item | Detail |
|---|---|
| ETH beneficial ownership by Shifke | Not disclosed; ETH filings state no known >5% holders of Shares. |
| Ability to invest in Grayscale products | Directors and officers generally permitted to invest on substantially the same terms as comparable investors. |
| Pledging/hedging | Not disclosed. (No data provided.) |
Governance Assessment
- Board affiliation and independence: Shifke’s role as DCG CFO and Director on the Sponsor’s board ties him closely to the controlling parent, constraining independence and heightening conflict risk for ETH governance.
- Sponsor unilateral amendment power: Proposal 3 enables the Sponsor to amend the Trust Agreement without shareholder consent (subject to 20‑day notice), explicitly raising “disenfranchisement” concerns—material governance risk under ETH’s structure.
- Staking program and fee alignment: ETH began staking on October 6, 2025; while staking can preserve value against inflationary issuance, the Sponsor’s Staking Fee reduces shareholder rewards and introduces incentive misalignment (liquidity sleeve, exit delays).
- Committee coverage: Audit oversight exists but is led by the CFO and COO of the Sponsor; absence of disclosed independent audit members or compensation committee reduces checks on Sponsor economics (including fees).
- Positive signals: Clear disclosure of staking risks/operations and NAV impacts; formalized processes and custodial controls.
RED FLAGS
- Sponsor can amend core terms without shareholder consent (with notice), explicitly called “disenfranchisement of shareholders.”
- Sponsor’s Staking Fee set at Sponsor’s discretion reduces shareholder rewards and may incentivize higher staking proportions despite liquidity/settlement risks.
- Concentrated control via DCG; Shifke’s executive role at DCG and board role at Sponsor limit independence.
Additional context
- Board transition: On Aug 4, 2025, Shifke ceded chair role to Barry Silbert but remained on the board; Grayscale indicated intent to add independent directors—monitor for subsequent independence enhancements.
- Reorganization: On Oct 22, 2025, governance migrated to Grayscale Investments’ board with Shifke continuing as Director; no expected operational impact was disclosed.