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Donald Hunter

Director at Greenlane HoldingsGreenlane Holdings
Board

About Donald Hunter

Donald Hunter (age 68) is Chairman of the Board and an independent director at Greenlane Holdings, Inc. (GNLN). He joined Greenlane’s board at the KushCo merger in August 2021; the board has affirmatively determined he is independent under Nasdaq and SEC rules, and he serves as the Audit Committee chair and as a financial expert. He holds a BS magna cum laude and an MBA with high honors from Boston University, began his career on GE’s corporate audit staff (FMP), and has over 25 years of public company experience in governance, SEC reporting, internal controls, international operations and M&A .

Past Roles

OrganizationRoleTenureCommittees/Impact
Greenlane Holdings (GNLN)Director; Chairman of the BoardDirector since Aug 2021; Chairman currentIndependent; Audit Committee chair; Compensation Committee member; financial expert
Donald Hunter, LLCPrincipal (consulting)2007–2021Assisted PE firms and entrepreneurs to enhance technology company value
Harbor Global Company LimitedCOO and CFO2000–2006Publicly traded investment mgmt/natural resources/real estate company
The Pioneer Group, Inc.Senior Executive1988–2000International start-up companies; operations leadership
General Electric CompanyCorporate Audit Staff; FMP graduateEarly careerFinancial management training; audit expertise foundation
Juniper Pharmaceuticals (Nasdaq)Director; Audit Chair; Nominating memberMar 2014–Mar 2016Led audit oversight; governance participation
LICT CorporationDirectorJun 2014–Jun 2015Telecom/multimedia holding company board service

External Roles

OrganizationRoleTenureCommittees/Impact
The LGL Group, Inc. (NYSE)Director (2013–2022); Audit Committee Chair; Nominating Committee member; formerly Compensation Committee2013–2022 (board); current committee roles noted in proxyOngoing audit leadership; governance participation
National Association of Corporate Directors (NACD)MemberOngoingActive in director professional standards

Board Governance

  • Independence: Board determined Hunter independent under Nasdaq and SEC rules; he is Chairman of the Board, separate from CEO Barbara Sher, with executive sessions led by Hunter to ensure independence .
  • Committee assignments: Audit (Chair; financial expert), Compensation (Member); not on Nominating & Corporate Governance or Digital Assets committees .
  • Attendance and engagement: Board met 21 times in FY2024; each director attended at least 100% of applicable Board and committee meetings; Audit Committee met 6 times; Compensation Committee met 2 times .
  • Audit Committee remit includes auditor oversight, financial reporting, internal controls, related person transactions approval; Hunter signed the Audit Committee Report .
CommitteeMembershipChairMeetings (FY2024)
AuditHunter, Linton, HoweHunter6
CompensationHowe, HunterHowe2
Nominating & Corporate GovernanceLevy, LintonLevyNot disclosed in proxy excerpt
Digital AssetsLevy, LintonLintonNot disclosed in proxy excerpt

Fixed Compensation (Director)

YearComponentAmountNotes
FY2024Annual cash retainer$60,000Paid quarterly
FY2024Chair of Board / committee chair fee$16,000Paid quarterly; Hunter received chair fee
FY2024Additional meeting fees$10,000For attending >10 designated Board meetings
FY2024Total cash fees (Hunter)$76,000Director Compensation Table

Performance Compensation (Equity and Terms)

Grant TypeGrant DateShares/UnitsExercise/StrikeVestingExpirationNotes
Stock Options (2019 Equity Incentive Plan)Oct 23, 2025315,000 options$3.84 per shareVests in full upon grantOct 20, 2030Approved Oct 14, 2025; exercise price equals Oct 17, 2025 closing price; filed on Form 4; allocation from 3,000,000 company-wide option issuance
Plan featuresN/AN/AN/AChange-in-control discretion to accelerate vesting; Administrator may adjust, assume, or cash-out awards; options must have ≥100% FMV strike; general max term ≤10 yearsN/AEquity plan terms A&R (Sections 5, 8, 10)
  • No RSU awards or performance share units for Hunter are disclosed in FY2024 director compensation table; equity compensation for FY2024 shows cash only for directors listed .
  • Performance metrics tied to director compensation (revenue/EBITDA/TSR/ESG) are not disclosed for director grants; option grant appears retention/alignment focused under the 2019 Plan .

Other Directorships & Interlocks

CompanyTypeRolePotential Interlock/Conflict Consideration
The LGL Group, Inc.Public (NYSE)Director (2013–2022); Audit Chair; NominatingFrequency/spectrum controls; no disclosed supplier/customer relationship with Greenlane
Juniper PharmaceuticalsPublic (Nasdaq)Director; Audit Chair; NominatingSpecialty pharma; no disclosed business with Greenlane
LICT CorporationPublicDirectorTelecom/multimedia; no disclosed business with Greenlane
  • Board-related party transaction policy exists; the Audit Committee reviews and approves related person transactions; no specific related-party transactions involving Hunter are disclosed in the proxy excerpts provided .

Expertise & Qualifications

  • SEC “audit committee financial expert”; deep experience in governance, SEC reporting, internal controls, international operations, and M&A .
  • GE corporate audit pedigree; CFO/COO leadership roles; consulting principal to PE-backed technology firms .
  • Independent chair responsibilities include agenda setting, performance assessment of management, stakeholder relations, and presiding over executive sessions of independent directors .

Equity Ownership

As-of DateBeneficial Ownership (Shares)% of Class ANotes
Feb 21, 202596<1%Includes 85 shares issuable upon option exercise within 60 days; based on 8,336,953 shares outstanding
Apr 17, 202596<1%Includes 85 shares issuable upon option exercise within 60 days; based on 8,336,953 shares outstanding
Oct 28, 2025Not disclosed; footnote indicates options of 15,000 not included within 60 days of Oct 2, 2025 record dateNot disclosedShares outstanding: 4,714,563; principal stockholders table lists Hunter with footnote but no count
  • Shares pledged as collateral: not disclosed; hedging policy not disclosed in excerpts .
  • Ownership guidelines for directors: not disclosed in excerpts; governance materials are available on the company website, but the proxy states website info is not part of the proxy .

Insider Trades (Form 4)

Transaction DateFiling DateSecurityQuantityTypeExercise/StrikeDate ExercisableExpirationOwnership Form
Oct 20, 2025Oct 23, 2025Stock Option (Class A)315,000Award/Grant (A)$3.8410/20/202510/20/2030Direct (D)
  • Explanation of Responses includes: options vest in full upon grant; strike equals Oct 17, 2025 closing price; grant from the 3,000,000 share ESOP distribution approved Oct 14, 2025 .

Governance Assessment

  • Strengths: Independent Chairman with audit chair responsibilities and “financial expert” designation; strong attendance (100% of Board/committee meetings in FY2024); robust Audit Committee remit (auditor independence, related-party approvals); regular executive sessions led by Hunter strengthen independent oversight .
  • Alignment and incentives: FY2024 director pay for Hunter was cash-heavy ($76,000), with significant option grant made in Oct 2025 that vests immediately, which provides potential upside alignment but immediate vesting reduces long-term retention conditions; plan allows change-in-control accelerations at administrator’s discretion, raising dilution/alignment considerations for investors .
  • Independence and conflicts: Board confirms independence; no Hunter-specific related-party transactions disclosed; indemnification agreements in place; no pending litigation involving directors noted in proxy .
  • RED FLAGS / Watch items:
    • Immediate vesting of a large option grant (315,000) may weaken performance conditioning; monitor future equity grant practices and any repricing/modifications under plan discretion .
    • Potential dilution from broad 3,000,000 option issuance across company personnel; investors should track approvals and resulting overhang relative to outstanding shares and pre-funded warrants .
  • Overall: Governance structure with an independent chair and active audit leadership is a positive for investor confidence; equity grant design merits scrutiny for pay-for-performance rigor and potential dilution, though no direct conflicts or attendance issues are disclosed for Hunter .