Michael Neuscheler
Greenidge Generation HoldingsAbout Michael Neuscheler
Independent director (age 64) serving since March 2021; Chair of the Audit Committee and designated audit committee financial expert. Prior roles include founder/CEO/director of Ivy Rehab Holdings, Inc. (2003–2017), 12 years as an auditor/CPA at Ernst & Young LLP, and CFO of Professional Sports Care Management, International Telecommunications Data Systems, and i3 Mobile (two IPOs), reflecting deep financial, audit, and public-company experience .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ivy Rehab Holdings, Inc. | Founder, Director, Chief Executive Officer | 2003–2017 | Private equity-sponsored healthcare provider leadership; operating and M&A experience |
| Ernst & Young LLP | Auditor and CPA | 12 years | External audit, accounting rigor |
| Professional Sports Care Management | Chief Financial Officer | Not disclosed | Public company CFO responsibilities |
| International Telecommunications Data Systems | Chief Financial Officer | Not disclosed | Public company CFO; IPO experience |
| i3 Mobile | Chief Financial Officer | Not disclosed | Public company CFO; IPO experience |
External Roles
- No current public-company directorships disclosed for Neuscheler .
- Indemnification agreement in place (standard for directors) .
Board Governance
- Committees: Audit Committee (Chair; audit committee financial expert); Affiliate Transaction Committee (member). Not on Compensation Committee (members: Fazio, Krug, Lay) .
- Independence: Board determined Neuscheler is independent under Nasdaq rules; GREE is a “controlled company” with five independent directors of ten (majority independence not required) .
- Attendance/Engagement: Board met 4 times in 2024; each director attended at least 75% of board and committee meetings. Audit Committee held 5 meetings in 2024. Independent directors meet in executive session at least twice per year .
- Anti-hedging/anti-pledging: Company policy prohibits hedging and pledging of company stock, supporting alignment .
- Leadership: Roles of Chairman (Fazio) and CEO (Kovler) are separated .
Fixed Compensation
Annual director cash fees and actuals:
| Component | 2023 | 2024 |
|---|---|---|
| Board retainer (cash) | $30,000 | $30,000 (retainer level prior to 2025 increase) |
| Audit Committee Chair fee (cash) | $10,000 | $10,000 (retainer level prior to 2025 increase) |
| Total cash paid to Neuscheler | $40,000 | $40,000 |
| Stock awards | $0 | $0 |
| Option awards | $0 | $0 |
- Effective January 1, 2025, Board retainer increased to $40,000; Audit Chair fee remains $10,000, implying expected 2025 cash fees of $50,000 if he continues as Audit Chair .
Performance Compensation
- No equity grants or performance-based director pay disclosed for Neuscheler; director compensation is cash-only (no RSUs/options) for 2023–2024 .
Other Directorships & Interlocks
| Company | Type | Role | Notes |
|---|---|---|---|
| None disclosed | — | — | No current public-company boards reported for Neuscheler |
| Affiliate Transaction Committee | Board committee | Member | Reviews transactions involving controlling stockholder Atlas and affiliates (conflict oversight) |
Expertise & Qualifications
- Audit committee financial expert; extensive audit/financial literacy (Ernst & Young CPA; public-company CFO) .
- M&A and private equity-sponsored entity experience; healthcare operations leadership (Ivy Rehab) .
- Cryptocurrency/energy board context supported by broader board composition; Neuscheler provides finance/audit rigor .
Equity Ownership
| Holder | Class A Shares | Class B Shares | Ownership % | Voting Power % |
|---|---|---|---|---|
| Michael Neuscheler | 3,711 | 0 | <1% | <1% |
- No pledging permitted under company policy; hedging prohibited .
Governance Assessment
- Strengths: Independent director; Audit Committee Chair and financial expert; robust audit committee activity (5 meetings in 2024); anti-hedging/anti-pledging policy; executive sessions of independents at least twice per year .
- Risks/Red Flags:
- Controlled company: Atlas controls 70.4% of voting power and can elect a majority of directors, heightening related-party risks and reducing minority shareholder influence .
- Related-party exposure: Affiliate Transaction Committee (including Neuscheler) oversees transactions with Atlas; recent Equity Interest Payment Agreement compensating Atlas in Class A shares for maintaining letters of credit; purchase of Columbus property from an Atlas portfolio company (monitor transaction terms and pricing fairness) .
- Limited board independence: Five of ten directors deemed independent; Compensation Committee not required to be fully independent due to controlled-company status .
- Attendance signal: Each director met at least the 75% threshold; Audit Committee met five times—adequate oversight cadence, but individual attendance rates not disclosed (request company to provide director-level attendance in future) .
Say-on-Pay: As an emerging growth company, GREE is exempt from say-on-pay/say-on-frequency votes and pay-versus-performance disclosures; monitor when exemptions lapse .