Ted Rogers
Greenidge Generation HoldingsAbout Ted Rogers
George (Ted) Rogers, 55, serves as an independent director and Vice Chairman of Greenidge Generation Holdings Inc. (GREE) since March 2021. He previously led operations, finance oversight, and compliance at Xapo, a bitcoin platform, bringing deep cryptocurrency industry expertise to GREE’s board; he has managed an investment portfolio since 2019 . The Board determined Rogers is independent under Nasdaq rules; the board met four times in 2024 and each director attended at least 75% of their board and committee meetings .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Xapo, Inc. | President; Board member | 2014–2019 | Member of compliance committee; oversaw finance; primary auditor contact; grew company to ~$80M GAAP-audited revenue |
| Personal investment portfolio | Investor/manager | 2019–present | Portfolio management |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| Xapo, Inc. | President; Director | Private | Compliance committee; finance and audit liaison |
No other public company directorships are disclosed for Rogers .
Board Governance
- Roles and independence: Vice Chairman; Board determined Rogers is independent (one of five independent directors among ten total) .
- Committee assignment: Member, Affiliate Transaction Committee (with CEO Jordan Kovler and Audit Chair Michael Neuscheler), which reviews and approves transactions involving the controlling stockholder and affiliates—critical oversight given Atlas Holdings’ control .
- Core committees: Rogers is not listed on the Audit Committee (Neuscheler—Chair, Lowe, Fearn) or Compensation Committee (Fazio—Chair, Krug, Lay) .
- Attendance: Board met 4 times in 2024; each director attended at least 75% of board and relevant committee meetings; Audit met 5 times; Compensation met once .
- Executive sessions: Independent directors meet at least twice per year without management .
- Controlled company status: GREE is a “controlled company” under Nasdaq; not required to maintain fully independent Compensation or Nominating committees and does not currently have a standing Nominating and Corporate Governance Committee .
Fixed Compensation
| Component | 2024 Actual ($) | Policy/Structure for 2025 ($) | Notes |
|---|---|---|---|
| Board annual retainer (non-employee director) | — | 40,000 | Compensation Committee increased by $10,000 effective Jan 1, 2025 |
| Vice Chair fee | — | 20,000 | Annual cash retainer for Vice Chair |
| Audit Chair fee (not applicable to Rogers) | — | 10,000 | For Audit Committee Chair |
| Fees earned or paid in cash (Rogers) | 50,000 | — | 2024 director cash; no stock or option awards disclosed for Rogers |
Performance Compensation
| Item | 2024 | 2025 | Notes |
|---|---|---|---|
| Stock awards to Rogers (RSUs/Restricted Stock) | — | — | No director stock awards disclosed for Rogers |
| Option awards to Rogers | — | — | No director option awards disclosed for Rogers |
Performance criteria available under the Equity Incentive Plan (used for employees/directors when awarded):
| Performance Criteria Category | Examples |
|---|---|
| Financial results | Net income/EPS; revenue growth; gross profit; ROA/ROE/ROIC; operating margins; EBITDA; free cash flow |
| Capital/efficiency | Capital structure; working capital targets; operating efficiency; productivity ratios; expense/budget targets |
| Market metrics | Share price growth; TSR vs indices; enterprise value |
| Strategic/operational | Safety record; M&A completion; R&D milestones; product commercialization goals |
Note: Equity awards may be granted to directors under the plan, but none are disclosed for Rogers in 2024; plan allows for accelerated vesting/change-in-control treatments subject to Administrator discretion .
Other Directorships & Interlocks
| Aspect | Detail |
|---|---|
| Board interlocks | Atlas Holdings co-managing partners (Andrew Bursky and Timothy Fazio) serve on GREE’s Board; Atlas-affiliated entities hold 70.4% of voting power (Class B shares with 10 votes/share) . |
| Affiliate oversight | Affiliate Transaction Committee includes Rogers, Neuscheler, and Kovler, tasked with review/approval of transactions involving the controlling stockholder and affiliates . |
| Related party transactions context | 2024 Columbus, MS property purchase from an Atlas portfolio company ($1.45M); ongoing letters of credit maintained by Atlas with GREE making payments/interest in Class A shares under a January 24, 2025 Payment Agreement—heightened conflict sensitivity . |
Expertise & Qualifications
- Cryptocurrency operations and compliance: Led Xapo’s operations and finance; chaired compliance activities; primary auditor interface; scaled to ~$80M GAAP revenue .
- Board qualification: Recognized for cryptocurrency industry knowledge and leadership experience .
Equity Ownership
| Holder | Class A Shares | Class B Shares | % Ownership | % Voting Power |
|---|---|---|---|---|
| George (Ted) Rogers | 17,240 | 16,000 | <1%* | <1%* |
Proxy indicates “” equals less than 1% . Anti-hedging/anti-pledging: Directors are prohibited from hedging or pledging company stock, and may not hold securities in margin accounts .
Governance Assessment
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Strengths
- Independence and role: Rogers is independent and serves as Vice Chairman, bringing sector-relevant crypto/compliance expertise .
- Conflict oversight: Membership on the Affiliate Transaction Committee places Rogers in a key position to review Atlas-related transactions, an important investor-protection mechanism under controlled-company dynamics .
- Attendance and process: Board/committee cadence and independent executive sessions support governance functioning; a board refresh added two independent directors in April 2025 .
-
Risks and RED FLAGS
- Controlled company and affiliate exposure: Atlas controls 70.4% voting power; recent related-party transactions (property acquisition; letters of credit/Payment Agreement paid in shares) can pose inherent conflicts; robust committee process is essential . — RED FLAG
- Limited shareholder oversight on pay: As an emerging growth company, GREE is exempt from say-on-pay and certain pay-versus-performance disclosures, reducing external feedback mechanisms . — Governance constraint
- Committee independence: Compensation Committee is not required to be fully independent under controlled-company exemptions; Rogers is not on that committee, but structural exemptions may concern some investors . — Governance constraint
Overall, Rogers’ crypto/compliance background and his role on the Affiliate Transaction Committee are positives for board effectiveness under a controlled structure, but ongoing monitoring of affiliate dealings and director equity alignment (with anti-pledging safeguards) remains critical for investor confidence .