Dale Irwin
Greenidge Generation HoldingsAbout Dale Irwin
Dale Irwin is President of Greenidge Generation Holdings Inc. (GREE); he has served as President since Greenidge was acquired by Atlas in February 2014 and has served solely as President, overseeing day-to-day operations, since March 2021. He is 54 and holds a Bachelor’s degree in Organizational Management from Keuka College; his expertise spans powerplant compliance, construction management, outage management, fossil fuel operations, and maintenance training, including leading the conversion of Greenidge from a 1950s coal-fired plant to a modern natural gas plant and then to a compliant power plant–bitcoin mining company . The company is an emerging growth company and does not disclose pay-versus-performance metrics (TSR, revenue/EBITDA growth) in its proxy statement, so no executive-specific performance metric outcomes are provided .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Greenidge Generation Holdings Inc. | Chief Executive Officer | 2014–2021 | Led transformation from coal to natural gas and to a compliant power plant–bitcoin mining operator |
| Greenidge Generation Holdings Inc. | President | 2014–present; sole President since Mar-2021 | Oversees day-to-day operations; extensive energy project execution and compliance expertise |
External Roles
No external public company directorships or committee roles for Mr. Irwin are disclosed in the proxy; the biography focuses on his Greenidge leadership and energy-sector execution background .
Fixed Compensation
| Metric | 2023 | 2024 | 2025 (current as of Nov 14, 2025) |
|---|---|---|---|
| Base Salary ($) | 458,654 | 355,769 | 385,000 (Comp Committee increase effective Nov-14-2025) |
| Notes | Employment Agreement originally set salary at $450,000; reduced to $350,000 effective Jan-14-2024 as part of a general management salary reduction | — | — |
Perquisites (selected items):
- Health insurance premiums paid by company: $19,615 (2024)
- 401(k) match: $16,031 (2024)
Performance Compensation
| Component | Metric | Target | Actual (most recent disclosed) | Payout Form | Vesting |
|---|---|---|---|---|---|
| Annual Bonus (Cash/Equity) | Discretionary; Board-determined | Up to 50% of base per Employment Agreement ; proxy also notes target opportunity up to 100% of base for bonus amount payable in RSUs | $45,000 for 2024; $56,250 for 2023 | Cash and RSUs (50% of bonus payable in RSUs) | RSU portion vests in equal annual installments over 3 years from grant |
| Equity Awards (FY2024 bonus) | RSUs | Not disclosed | 55,515 RSUs awarded; all vested in Feb-2025 | RSUs | Vested Feb-2025 |
| Prior Equity Award (FY2022 bonus) | Restricted shares | Not disclosed | 14,423 shares granted Dec-8-2023; vested immediately | Restricted stock | Immediate vest (Dec-8-2023) |
Notes:
- Specific performance metrics (e.g., revenue, EBITDA, TSR) and weightings are not disclosed; as an emerging growth company, GREE is exempt from pay-versus-performance disclosures . The Equity Incentive Plan defines “Performance Goals” broadly and allows Committee adjustments for unusual items .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership | 89,760 Class A shares; <1% ownership and voting power |
| Outstanding Equity Awards (12/31/2024) | 14,038 unvested RSUs; market value $21,759 |
| RSU Vesting Schedule | 14,038 RSUs vest in three approximately equal installments on Feb-1-2025, Aug-1-2025, and Feb-1-2026 |
| Pledging/Hedging | Company insider trading policy prohibits hedging and pledging/margin accounts for company securities |
| Ownership Guidelines | Not disclosed in proxy |
| Clawback | Equity plan includes clawback for any award subject to recovery under law, regulation, or listing requirements |
Upcoming vesting events that may create supply:
- Remaining installments from the 14,038 RSUs on Aug-1-2025 and Feb-1-2026
Employment Terms
| Term | Provision |
|---|---|
| Employment Agreement | Executive Employment Agreement dated Aug-15-2022; at-will |
| Base Salary | Originally $450,000; reduced to $350,000 effective Jan-14-2024; increased to $385,000 effective Nov-14-2025 |
| Target Bonus | Employment Agreement: up to 50% of base; 50% of bonus paid in RSUs with 3-year equal annual vesting ; Proxy also notes bonus amount has target opportunity up to 100% of base payable in RSUs under equity plan |
| Severance (No Cause / Good Reason) | 12 months base salary; Company-subsidized COBRA up to 1 year; 100% of target annual bonus for year of termination (paid on first anniversary); earned but unpaid prior-year bonus; continued vesting of time-vesting RSUs for 12 months, subject to release and covenants |
| Death/Disability | Accrued amounts; accelerated vesting of RSUs representing deferred prior-year bonus; pro rata vesting of time-vesting RSUs based on service |
| Change-in-Control | Plan-level definition provided; potential acceleration may be provided via Award Agreements, subject to Code Section 409A compliance; Irwin-specific CIC severance terms not separately disclosed |
Multi-Year Compensation (NEO Summary)
| Metric | 2023 | 2024 |
|---|---|---|
| Salary ($) | 458,654 | 355,769 |
| Bonus ($) | 56,250 | 45,000 |
| Stock Awards ($) | — | 152,934 |
| Option Awards ($) | — | — |
| All Other Compensation ($) | 23,113 | 35,646 |
| Total Compensation ($) | 538,017 | 589,349 |
Compensation Structure Analysis
- Mix shift toward equity-linked pay: RSUs are structurally embedded, with 50% of annual bonus paid in RSUs and additional RSU grants for annual bonus awards; specific performance metrics are not disclosed, indicating a discretionary framework rather than formulaic performance weighting .
- Salary dynamics: Base was cut to $350k in 2024 as part of broader management reductions, then raised to $385k in Nov-2025—suggesting improved outlook and retention focus .
- Clawback and anti-hedging/anti-pledging: Governance controls are strong on recovery and alignment; the plan includes clawback, and insider policy prohibits hedging and pledging/margins .
- Options: No options outstanding for Mr. Irwin at FY2024; equity exposure is via RSUs and prior restricted stock .
Compensation Committee Analysis
- Committee membership: Timothy Fazio (Chair), Christopher Krug, Jerome Lay; as a controlled company, the Compensation Committee is not required to be entirely independent .
- Responsibilities include executive compensation, goal setting/evaluation, and administration of cash/equity incentive plans; Committee held one meeting during 2024 .
Governance, Say-on-Pay, and Shareholder Policies
- Emerging Growth Company status: GREE avails reduced reporting; no pay versus performance disclosure and no advisory say-on-pay/frequency votes required .
- Anti-hedging and anti-pledging policy: Strict prohibitions for all employees and directors .
Investment Implications
- Alignment and retention: Irwin’s compensation relies meaningfully on RSUs, with continued vesting even upon certain terminations for 12 months—supporting retention but reducing near-term forfeiture risk; anti-hedging/anti-pledging enhances alignment .
- Near-term supply dynamics: RSU vesting events on Aug-1-2025 and Feb-1-2026 could add incremental sellable shares for Irwin, a consideration for short-term trading liquidity and potential selling pressure around vest dates .
- Pay trajectory and confidence: The Nov-2025 salary increase to $385k after 2024 salary reductions suggests improved business confidence and retention prioritization by the Compensation Committee .
- Transparency risk: Discretionary bonus structure without disclosed performance metrics and EGC reporting exemptions limit pay-for-performance analytics; investors should monitor 8-Ks and future proxies for evolving performance conditions and any acceleration provisions under change-in-control .