Nathan Tewalt
About Nathan A. Tewalt
Independent director of enCore Energy Corp. (EU), age 62, reappointed to the Board on April 11, 2025 after prior service from May 2013 to June 2022, with more than 40 years in mineral exploration and executive roles across uranium, precious and base metals; B.S. in Geology (ore deposit emphasis) from Colorado State University . He previously served as CEO and director of enCore (then Tigris Uranium/Wolfpack) in 2013–2014, and led notable transactions including Standard Uranium’s progression from start-up to sale to Energy Metals Corp., later acquired by Uranium One for $1.8B . The Board classifies Mr. Tewalt as independent under Nasdaq and applicable Canadian securities laws .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| enCore Energy Corp. | CEO and Director | Appointed May 2013; resigned Aug 2014 (CEO), resigned June 2022 (director); reappointed Apr 11, 2025 (director) | Executive leadership during corporate transition (reverse takeover of Wolfpack) |
| Wolfpack Gold Corp. | President, CEO, Director | 2012–May 2013 | Led pre-RTO stage; role ended upon reverse takeover by enCore (then Tigris Uranium) |
| Standard Uranium Inc. | President & CEO | ~2003–2006; led sale in 2006 | Executed private acquisition in Texas, advanced to public listing, culminated in sale to Energy Metals Corp. (later Uranium One $1.8B) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Silver Predator Corp. | Chairman; Director | Chairman since 2016; director since 2012 | Current public reporting issuer directorship |
| Troy Resources LLC | Co-owner/Manager | Since 2019 | Owns the Gold Park Mine complex |
| Galleon Gold Corp. | Consulting Geologist | Not specified | External technical consulting role |
Board Governance
- Independence: Determined independent (alongside Harris, Pelizza, Hoxie-Key, Nieuwoudt) under Nasdaq and Canadian rules; independent directors meet in regularly scheduled executive sessions .
- Committee assignments: Member, Sustainability Committee (Chair: Mark S. Pelizza; other member: Dennis E. Stover) .
- Board leadership: Executive Chairman William M. Sheriff is non-independent; Mark S. Pelizza serves as Lead Independent Director to enhance Board independence .
- Attendance: The Board held seven meetings in FY2024; all directors serving in 2024 attended 100% of Board and committee meetings. Mr. Tewalt rejoined in 2025; 2024 attendance data does not cover him .
Fixed Compensation
| Component | Amount/Terms | Applicability to Tewalt |
|---|---|---|
| Non-management director annual cash retainer | $44,000; plus $26,000 for directors certified by NACD; Lead Independent Director: $70,000 (effective Oct 2, 2024) | Mr. Tewalt rejoined Apr 11, 2025; specific 2025 payments not disclosed |
| Audit Committee Chair cash fee | $22,000 | Not applicable; not Audit Chair |
| Expense reimbursement | Reimbursement for Board/committee meeting expenses | Applicable |
- 2025 director pay program: Compensation Committee reviewed program with Ernst & Young LLP and recommended no significant changes for 2025 .
- Note: The 2024 director compensation table does not include Mr. Tewalt (not on Board in 2024) .
Performance Compensation
| Instrument | Grant Practice | Vesting | Performance Metrics |
|---|---|---|---|
| Stock options (non-management directors) | Options granted; 2024 grants ranged 150,000–225,000 for sitting directors | Ratable 6-month installments over two years from grant date | None disclosed for directors (time-based vesting) |
Other Directorships & Interlocks
| Name | External Board | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Nathan A. Tewalt | Silver Predator Corp. | Chairman/Director | No related-party transactions disclosed with EU; no interlocks with EU customers/suppliers identified |
- Additional Board memberships of EU directors for context: Harris (Scandium International Mining Corp.), Nieuwoudt (ProFrac Holdings Corp.), Sheriff (Nuclear Fuels Inc., Urano Energy Corp., Scorpio Gold), etc. .
Expertise & Qualifications
| Attribute | Details |
|---|---|
| Education | B.S. in Geology, Colorado State University (ore deposit geology emphasis) |
| Technical/Industry | 40+ years in uranium and metals exploration/executive management; transaction execution track record |
| Governance | Longstanding public company board experience; independent director status |
Equity Ownership
| Item | Value |
|---|---|
| Total beneficial ownership | 600,033 shares; includes options to purchase 233,333 shares exercisable within 60 days of Apr 1, 2025 |
| Ownership as % of outstanding | Less than 1% (asterisk denotes <1%) of 186,386,281 shares outstanding as of Apr 1, 2025 |
| Exercisable vs. Unexercisable | 233,333 options exercisable within 60 days; unexercisable holdings for Tewalt not disclosed in proxy |
| Pledging/Hedging | No pledging/hedging disclosed; Insider Trading Policy prohibits directors and certain employees (including executive officers) from hedging or pledging/margin accounts |
Governance Assessment
- Board effectiveness and independence: Tewalt’s reappointment adds deep uranium-sector operating expertise; classified independent, serving on Sustainability Committee, supporting ESG and operational oversight .
- Ownership alignment: Holds 600,033 shares with 233,333 exercisable options, providing equity alignment; no pledging/hedging disclosed; company policies prohibit such practices, improving alignment quality .
- Compensation structure: EU uses modest cash retainers and time-vested options for directors; no performance-linked director metrics disclosed—aligns incentives to share price via options but may lack explicit pay-for-performance for directors .
- Conflicts/related-party exposure: Proxy discloses related-party transactions tied to the Executive Chairman’s spouse and the Verdera sale overseen by disinterested Audit Committee; no transactions involving Tewalt disclosed—low direct conflict risk for Tewalt .
- Attendance/engagement: 2024 attendance was 100% for then-serving directors; Tewalt’s 2025 attendance not yet reported—monitor future proxies for engagement signal .
- Compensation oversight quality: Compensation Committee comprised solely of independent directors; uses independent consultant (Ernst & Young); no interlocks or insider participation—supports robust governance around pay .
RED FLAGS
- None specifically tied to Tewalt disclosed. Company-level related-party engagements require ongoing monitoring, but were reviewed by disinterested directors with fairness opinion—mitigated governance risk . Executive Chairman is non-independent; presence of Lead Independent Director offsets some risk .