Vanessa Guzman Clark
Greenlane HoldingsAbout Vanessa Guzman Clark
Vanessa Guzman Clark, 45, is Chief Financial Officer (CFO) of Greenlane Holdings, Inc. (GNLN) since August 29, 2025, and serves as the company’s Principal Financial Officer, signing SOX 302 and 906 certifications for Q3 2025 filings . She is a licensed CPA (US GAAP and IFRS) with dual master’s degrees (MBA; Accounting & Financial Management) and 20+ years’ experience in SEC/SOX compliance, ERP transformations, investor relations, M&A, and restructurings . Recent company performance metrics (TSR, revenue, EBITDA growth) tied specifically to her tenure were not disclosed in the filings reviewed.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Legacy Education Alliance, Inc. | Chief Financial Officer | 2019–2021 | Led finance through transformation and complex financial restructurings |
| Digital Media Solutions, Inc. | Corporate Controller | 12/2021–4/2023 | Oversaw controllership and SEC/SOX compliance |
| Digital Media Solutions, Inc. | Chief Financial Officer | 4/2023–4/2025 | CFO responsibilities across operations and investor relations |
| PricewaterhouseCoopers | Audit | Early career | Foundation in audit and reporting quality |
| Various industries (financial services, education, nonprofit, consumer products) | Senior finance leadership | Not disclosed | Operational realignment and finance leadership breadth |
External Roles
| Organization | Role/Status | Years | Notes |
|---|---|---|---|
| AICPA | Member | Not disclosed | Professional membership |
| FICPA | Member | Not disclosed | Professional membership |
| Financial Executives International | Member | Not disclosed | Professional membership |
Fixed Compensation
| Component | Detail | Source |
|---|---|---|
| Base Salary | $250,000 per year | |
| Bonus Target | 50% of base salary | |
| Benefits | Participation in company plans; reimbursement for CPA license/CPE and professional dues per policy | |
| Paid Time Off | Executive PTO per policy (CEO consent required) | |
| Severance (without cause or Good Reason) | 4 months base salary, paid in installments, subject to release; plus 6 months COBRA premiums | |
| Earned/Prorated Bonus on Termination | Prior-year earned bonus per plan timing; current-year prorated at 50% target, subject to release |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout Form | Vesting/Timing |
|---|---|---|---|---|---|
| Company financial metrics (e.g., revenue, EBITDA, or other objective measures) | 60% of bonus target | Set annually by Compensation Committee (not disclosed) | Not disclosed | Cash | Paid within 10 weeks after fiscal year-end if conditions met |
| Individual performance goals | 40% of bonus target | Set annually (not disclosed) | Not disclosed | Cash | Paid within 10 weeks after fiscal year-end if conditions met |
| Conditions | Must be employed through fiscal year-end and in good standing | — | — | — | As above |
Equity Ownership & Alignment
| Item | Detail | Source |
|---|---|---|
| Total beneficial ownership (shares) | Not specified in proxy table for Vanessa; below 5% beneficial owner category | |
| Shares outstanding reference | 4,714,563 shares outstanding as of Oct 28, 2025 | |
| Option grant (10/23/2025) | 81,500 options at $3.84 strike (closing price day prior); part of 3,000,000 option issuance | |
| Option term (plan-level) | Options may have up to 10-year term; exercise price ≥ FMV at grant | |
| Vesting schedule | Not disclosed for her specific grant | |
| Pledging/Hedging policy | Anti-hedging policy prohibits short sales, derivatives; pledging allowed for margin accounts with compliance responsibility | |
| Ownership guidelines | Not disclosed | — |
| Section 16 compliance | Company believes required filings satisfied for FY2024 |
Employment Terms
| Term | Detail | Source |
|---|---|---|
| Start date | Appointed CFO on Aug 29, 2025 | |
| Contract effective date | Sep 2, 2025 | |
| Initial term | 1 year, auto-renewal for successive one-year terms unless 60-day non-renewal notice | |
| Reporting line | Reports to CEO | |
| Exclusivity | Full-time exclusive employment; restrictions on external roles without approval | |
| Good Reason (examples) | Material pay cut; material diminution of title/duties; material location change; material company breach; harassment/discrimination | |
| Severance triggers | Without cause termination or resignation for Good Reason: 4 months base + 6 months COBRA; prorated bonus mechanics; subject to release and compliance | |
| Arbitration | JAMS arbitration in Boca Raton, FL; fee structure and discovery rights defined | |
| Confidentiality/IP | Strong NDA; work-product assignment; non-disparagement |
Investment Implications
- Pay-for-performance alignment: Bonus structure ties 60% to company financial metrics (e.g., revenue/EBITDA) and 40% to individual goals, with tiered payouts, suggesting reasonable linkage to performance and reduced discretionary risk .
- Retention and severance economics: Modest severance (4 months salary + 6 months COBRA) lowers change-in-control liabilities and mitigates windfall risks; auto-renewal provides continuity with balanced termination rights .
- Equity incentives and dilution context: Her 81,500-option grant (at $3.84) aligns incentives, but the broader capital actions (25.3M pre-funded warrants and advisory warrants) materially increase dilution and reshape governance via Digital Assets Committee and investor board appointments—factors that can affect trading dynamics and executive equity value realization .
- Pledging risk: Insider policy permits pledging for margin accounts (with compliance obligations), a potential misalignment risk if executives were to pledge; no pledging by Vanessa is disclosed .
- Execution track record: As a newly appointed CFO with prior public-company CFO experience and deep compliance credentials, early indicators include timely SOX certifications and signing of earnings 8-Ks; performance outcomes at GNLN during her tenure will hinge on managing the digital asset treasury strategy, financing integration, and operational execution amid dilution and governance changes .