Dany Vaiman
About Dany Vaiman
Chief Financial Officer of Flora Growth Corp. (FLGC). Vaiman has served as CFO since June 2023 (Senior VP Finance from Dec 2022–Jun 2023), previously CFO of Franchise Global Health through closing of its combination with Flora. He spent seven years in EY’s Toronto Audit Group focused on TSX/SEC issuers and held finance leadership roles at Torex Gold Resources. He is a CPA, CA (Ontario), CPA (Illinois), and holds a BBA (Honours) from the Schulich School of Business; age 39 as disclosed in 2025 filings .
Company performance context: Flora’s revenue declined year-over-year in FY 2024, with negative EBITDA and net income in both years, underscoring a turnaround backdrop for incentive alignment .
| Metric (USD) | FY 2023 | FY 2024 |
|---|---|---|
| Revenues | 76,071,000 | 59,505,000 |
| EBITDA | -8,363,000* | -12,440,000* |
| Net Income - (IS) | -57,036,000* | -15,907,000* |
Values retrieved from S&P Global.
*Values marked with an asterisk are from S&P Global (GetFinancials) and may not include direct filing citations.
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Flora Growth Corp. | Chief Financial Officer | Jun 2023–present | Principal financial and accounting officer during portfolio rationalization; oversight of TSX/SEC reporting |
| Flora Growth Corp. | SVP Finance | Dec 2022–Jun 2023 | Transition leadership post-Franchise transaction |
| Franchise Global Health Inc. | Chief Financial Officer | Feb 2022–Dec 2022 | CFO through arrangement with Flora (closed Dec 23, 2022) |
| Torex Gold Resources Inc. | Corporate Controller | Jul 2018–Jul 2021 | Finance leadership at leading intermediate gold producer (TSX) |
| Torex Gold Resources Inc. | Assistant Controller | Jun 2016–Jun 2018 | SEC/TSX reporting processes support |
| Ernst & Young (Toronto Audit Group) | Auditor (Senior roles) | 7 years | Specialized in publicly listed TSX and SEC clients |
External Roles
No external public company board roles disclosed in company filings reviewed for Vaiman .
Fixed Compensation
| Item | FY 2023 | FY 2024 | 2025 Agreement Terms (effective Sep 20, 2025) |
|---|---|---|---|
| Base Salary (actual paid per SCT) | $243,301 | $275,000 | — |
| Base Salary (contractual/latest) | — | — | $350,000 base salary |
| Target Bonus % | — | — | 100% of base salary target bonus |
| Actual Bonus Paid | $0 | $18,000 | — |
| Other Cash/Benefits | $23,452 (benefits/other) | $23,806 (vacation $21,212; health/dental $2,594) | — |
Notes: A prior employment agreement dated Dec 15, 2023 provided a $275,000 base (retroactive), equity participation, and standard benefits .
Performance Compensation
Equity Awards and Structures (grants and vesting mechanics)
| Grant date | Instrument | Units/Shares | Strike | Vesting schedule / performance | Expiration | Status/Notes |
|---|---|---|---|---|---|---|
| Nov 10, 2023 | Restricted Common Shares | 3,822 | — | Vested in full Jan 1, 2024 | — | Completed vesting |
| Aug 14, 2024 | Stock Appreciation Rights (SARs) | 4,920 | $35.88 | 8 equal tranches; first vests at +50% price from grant, then each +50% increment thereafter (to +400%) | 08/14/2033 | Performance-vesting hurdles |
| Aug 14, 2024 | Stock Appreciation Rights (SARs) | 8,792 | $47.19 | Same 8-tranche, +50% step-up schedule | 12/15/2034 | Performance-vesting hurdles |
| Dec 15, 2024 | Stock Appreciation Rights (SARs) | 9,552 | $50.70 | Vested in full on grant date | 12/15/2034 | Fully vested award |
| Sep 19, 2025 (subject to shareholder approval) | Stock Options (VWAP-based) | Options equal to 1.5% of fully diluted shares | $27.20 | 20% vests at each VWAP trigger on any trading day: $40.80; $54.40; $68.00; $81.60; $95.20 | 10 years from grant | Option or SAR alternative; cashless exercise allowed |
Performance metrics are stock price/VWAP-based (multi-step hurdles), emphasizing shareholder value creation via sustained price appreciation . The company also adopted a Clawback Policy (Oct 2, 2023) covering incentive compensation tied to financial reporting measures, in line with Nasdaq Rule 10D-1 .
Outstanding and Exercisable Awards (as of 12/31/2024)
| Award | Exercisable | Unexercisable | Exercise Price | Expiration |
|---|---|---|---|---|
| SARs | 1,465 | 7,327 | $47.19 | 12/15/2034 |
| SARs | 1,230 | 3,690 | $35.88 | 08/14/2033 |
| SARs | 9,552 | — | $50.70 | 12/15/2034 |
Company policy prohibits hedging, short sales, trading in put/call options, margin purchases, borrowing against accounts holding company stock, or pledging of company securities, limiting misalignment/pledging risk .
Equity Ownership & Alignment
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Dany Vaiman (CFO) | 13,712 | 1.85% | Includes 4,381 shares held directly; excludes proposed 2025 options; based on 741,104 shares outstanding (as of Oct 27, 2025) |
Additional context:
- Proposed option grant equals 1.5% of fully diluted shares, with rigorous VWAP hurdles before vesting; SAR alternative and cashless exercise optionality .
- Equity plan share reserve targeted to 10% of fully diluted shares upon shareholder approval of the 2022 Plan amendment (potentially extending equity-based compensation capacity through ~2028) .
Employment Terms
| Term | Dec 15, 2023 Agreement | Sep 20, 2025 Agreement (current) |
|---|---|---|
| Role/Effective date | CFO; Dec 15, 2023 | CFO; Sep 20, 2025 |
| Term | Indefinite unless earlier terminated | Indefinite unless earlier terminated |
| Base salary | $275,000 (retroactive to CFO appointment) | $350,000 (effective 9/20/2025) |
| Target bonus | Not specified | 100% of base salary target bonus |
| Equity grant | SARs valued at 4% of outstanding shares; 8 tranches vest at +50% price increments; 10-year term; subject to shareholder approval | Options equal to 1.5% of fully diluted shares; $27.20 strike; 10-year term; 20% vest at each VWAP: $40.80/$54.40/$68.00/$81.60/$95.20; SARs in lieu optional; cashless exercise choice |
| Severance (no CoC) | 1.5x base salary; half lump sum then 12 monthly installments upon termination without Cause/for Good Reason (subject to release) | 24 months of base salary lump sum upon termination without Cause/for Good Reason (subject to release) |
| Change-in-Control | Same payout timing as above within 3 months pre/post CoC | 30 months of base salary lump sum if terminated without Cause/for Good Reason within 6 months pre/post CoC |
| Clawback | Company clawback policy adopted Oct 2, 2023 (financial reporting measures, three preceding fiscal years) | Company clawback policy applies |
Investment Implications
- Alignment and performance sensitivity: Vaiman’s 2024 equity was predominantly SARs with demanding +50% price step-ups; the 2025 program layers on VWAP-based vesting at much higher absolute prices (20% at each $40.80/$54.40/$68.00/$81.60/$95.20), tightly linking realizable pay to sustained stock performance .
- Retention and change-in-control economics: Severance expanded from 1.5x base (2023) to 24 months, and to 30 months in CoC context as of the 2025 agreement—supportive of retention but increases fixed downside protection if results lag .
- Ownership and selling pressure: Beneficial ownership is modest at 1.85% (13,712 shares), though company policy bars hedging/pledging/margin, reducing alignment red flags. A December 2024 SAR grant vested fully at grant, representing potential near-term monetization capacity subject to market conditions .
- Dilution guardrails vs capacity: The proposed 1.5% options and plan capacity to 10% of fully diluted shares increase equity overhang but also preserve tools to attract/retain talent; committee cites careful equity usage and historical grant rates through approximately 2028 .
- Governance and risk: Existence of a Dodd-Frank–compliant clawback and explicit hedging/pledging prohibitions are positives. The company referenced SAR repricing documentation in 2025, which investors often view skeptically—continued monitoring is warranted .