Joshua Malm
About Joshua Malm
Joshua Malm, 43, is Chief Financial Officer, Treasurer and Corporate Secretary of 5E Advanced Materials (FEAM). He was appointed CFO on October 31, 2024, having served as interim CFO (June–October 2024) and interim Chief Accounting Officer (September 2023–June 2024) before taking the permanent role; he assumed the Treasurer and Corporate Secretary roles effective January 21, 2025 . Malm is an active CPA with 17+ years of accounting experience, holding a BS in Business Administration and MS in Accountancy from the University of Colorado Boulder, with prior roles at Chord Energy (including Director of Financial Reporting and Financial Controller) and PricewaterhouseCoopers in Denver . FEAM’s proxy discloses annual bonus metrics focused on operational progress, liquidity, and organizational health for FY2025; specific TSR, revenue growth or EBITDA growth targets/payouts tied to Malm were not itemized in public filings .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Chord Energy (via Whiting Petroleum acquisition) | Senior Manager, Technical Accounting; Director of Financial Reporting; Financial Controller | 2019–2023 | Led technical accounting, reporting and controller functions through M&A integration (Whiting acquisition July 2022) |
| PricewaterhouseCoopers LLP (Denver) | Various audit roles in oil & gas practice | 2008–2019 | Deep audit and industry accounting experience (energy, mining, chemicals) |
| 5E Advanced Materials | Interim Chief Accounting Officer (contract), Interim CFO (contract) | 2023–2024 | Stabilized accounting function, then oversaw finance during transition to permanent CFO |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Malm Consulting LLC | Managing Member | Since July 2023 | Advises companies in energy, mining, and chemical industries; public accounting firm leadership |
Fixed Compensation
Multi-year NEO compensation (USD) for FY2024 and FY2025:
| Metric | FY 2024 | FY 2025 |
|---|---|---|
| Salary ($) | 344,015 | 446,303 |
| Bonus ($) | — | 11,200 |
| Stock Awards ($) | — | — |
| Option Awards ($) | — | 263,118 |
| All Other Compensation ($) | — | — |
| Total ($) | 344,015 | 720,621 |
Compensation terms per employment agreement (entered May 15, 2025):
- Base salary: $300,000 per year
- Annual bonus: up to 80% of base salary; on-target 40% of base salary, contingent on Board-set performance objectives
Performance Compensation
Annual bonus structure and outcomes:
| Item | Detail |
|---|---|
| FY2025 Bonus Target | 40% of base salary |
| FY2025 Corporate Goals | Operational progress; liquidity; organizational health and culture |
| FY2025 Actual Bonus Paid | $11,200 |
| Weightings/Metric Targets | Not disclosed |
| Bonus Timing | Typically paid in Q3 following June 30 fiscal year end; FY2025 bonuses paid in Q3’25 |
Equity incentives (2025 grants and vesting):
| Award Type | Grant Date | Quantity | Exercise Price | Term/Expiration | Vesting | Accelerated Vesting |
|---|---|---|---|---|---|---|
| Stock Options | May 21, 2025 | 91,257 | $6.72 | 4-year term; expires May 21, 2029 | 100% cliff on third anniversary of grant (May 21, 2028), subject to continued service | Pro-rata vesting upon termination without cause, death/disability, or for good reason; full vesting if termination occurs on or within 18 months after a change in control |
Policy controls:
- Clawback: Company has adopted a compensation recovery policy compliant with Nasdaq/Dodd-Frank .
Equity Ownership & Alignment
As of October 14, 2025:
- Beneficial ownership: 1,425 shares; less than 1% of outstanding (22,444,587 shares) .
- Options/RSUs/PSUs outstanding under plan benefits: Options 91,257; RSUs/PSUs none for Malm as of Oct 14, 2025 .
- Hedging/Pledging: Company prohibits hedging (e.g., puts/calls, derivatives) and pledging/margining of Company securities for officers, directors, employees .
Ownership detail:
| Holder | Shares Owned | Rights to Acquire (60 days) | Total Beneficial | % of Outstanding |
|---|---|---|---|---|
| Joshua Malm | 1,425 | — | 1,425 | <1% |
Plan benefits snapshot (Oct 14, 2025):
| Name | Options (#) | RSUs (#) | PSUs (#) |
|---|---|---|---|
| Joshua Malm | 91,257 | — | — |
Outstanding equity awards disclosure (FY2025 year-end):
| Award | Grant Date | Quantity | Exercise Price | Expiration | Vesting Terms |
|---|---|---|---|---|---|
| Stock Options | May 21, 2025 | 91,257 | $6.72 | May 21, 2029 | Vest in full on third anniversary; subject to accelerated vesting on qualifying termination/change in control |
Employment Terms
- Agreement date: May 15, 2025
- Severance (termination without cause or for good reason):
- Cash equal to six months of base salary (lump sum)
- Pro-rated bonus at target for the portion of the year employed
- COBRA premiums for up to six months
- Accelerated vesting of all unvested equity awards; performance-based awards remain eligible to vest per terms
- Change-in-control mechanics:
- If termination occurs from three months before to 18 months after a change in control, options vest in full; PSUs near the end of their performance period with reasonable probability of achieving target also vest for units that would have vested within 12 months post-CiC
- Benefits and perquisites: Executives generally participate in standard employee benefits; Company does not generally provide perquisites beyond limited circumstances
- Retirement: 401(k) plan with safe-harbor matching (100% of first 4% and 50% of next 2%) and potential discretionary profit-sharing
- Indemnification: Directors and executive officers covered to maximum extent under Delaware law
- Insider trading policy: Prohibits hedging and pledging/margining Company securities
Investment Implications
- Pay mix and alignment: Malm’s FY2025 comp tilted toward equity options (grant-date fair value $263k) with a three-year cliff, incentivizing retention and long-term value creation; however, current personal share ownership is de minimis (<1%), which may limit immediate “skin-in-the-game” alignment absent future vesting .
- Vesting and potential selling pressure: Options vest on May 21, 2028, creating a discrete vest date; insider trading windows plus anti-hedging/anti-pledging policies mitigate forced-sale risks, but investors should monitor Form 4 filings around vesting and change-in-control windows given full vest provisions upon qualifying terminations/CiC .
- Bonus metrics and governance: FY2025 bonus metrics prioritize operational execution and liquidity—key for FEAM’s development stage—while adoption of a Nasdaq-compliant clawback policy strengthens governance and pay-for-performance integrity .
- Retention risk and severance economics: Six months of salary, target pro-rated bonus, COBRA, and accelerated equity vesting on qualifying termination provide moderate protection; double-trigger elements around change-in-control can reduce voluntary departure friction but increase potential equity acceleration in M&A scenarios .