Jeffrey Goldman
About Jeffrey Goldman
Jeffrey Goldman (age 48) has served on Green Thumb Industries’ (GTBIF) board since October 2022 and currently chairs the Compensation Committee while serving on the Audit Committee . He is Vice President of Carol’s Cookies, Inc. (since 1998), previously Vice President of Reed-Union Corporation (1999–2018), and graduated summa cum laude from Tulane University with a degree in Psychology; he also serves on the board of the Judd Goldman Adaptive Sailing Program . Independence: he is not independent due to prior consulting compensation that ended in July 2022, but is expected to qualify as independent in July 2025 . Attendance: the Board held six meetings in 2024, and all directors attended at least 75% of applicable Board and committee meetings .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Carol’s Cookies, Inc. | Vice President | Oct 1998 – Present | Delivered double-digit growth annually; partnerships with Whole Foods, Sprouts, Sysco Foodservice |
| Reed-Union Corporation | Vice President | 1999 – 2018 | Led domestic/international sales; orchestrated sale of brands to Energizer Holdings; grew Nu Finish to top-selling category brand in U.S., Canada, Australia |
External Roles
| Organization | Type | Role | Tenure | Notes |
|---|---|---|---|---|
| Judd Goldman Adaptive Sailing Program | Non-profit | Board member | Ongoing | Program teaches ~1,000 people with disabilities to sail annually |
| Other public company boards | Reporting issuer | — | — | None of GTBIF’s directors are presently directors of any other reporting issuer |
Board Governance
- Committee assignments: Audit Committee member; Compensation Committee Chair (since June 12, 2024) .
- Independence: not independent due to consulting compensation that ended July 2022; expected to qualify as independent in July 2025 .
- Audit Committee composition in 2024: Reisin (Chair, independent/financial expert), Barnes (independent), Ross (independent), Goldman (not independent; financially literate) .
- Meeting cadence: Board held six meetings in 2024; Audit Committee held seven meetings; Compensation Committee held six meetings .
- Attendance: all directors attended at least 75% of applicable meetings; all current Board members attended the 2024 AGM .
Fixed Compensation
| Component | Amount | Frequency/Terms | Notes |
|---|---|---|---|
| Annual cash retainer (non-employee directors) | $75,000 | Paid quarterly; prorated for mid-quarter changes | Goldman received $75,000 cash fees in 2024 |
| Compensation Committee Chair retainer | $50,000 | Cash or immediately vested RSUs at recipient’s election; paid quarterly | Goldman became Chair June 12, 2024; he elected RSUs for Chair fees |
| Audit Committee Chair retainer | $65,000 | Cash or immediately vested RSUs at recipient’s election; paid quarterly | Not applicable to Goldman; Reisin elected RSUs |
Performance Compensation
Director equity is structured as immediately vested RSUs; there are no performance metrics tied to director equity grants.
| 2024 RSU Grants (Fully-Vested) | Grant Date | Grant Date Fair Value ($) | Notes |
|---|---|---|---|
| Quarterly RSUs | Mar 1, 2024 | 43,750 | Standard quarterly director RSUs |
| Quarterly RSUs (+ Chair proration) | Jun 1, 2024 | 46,360 | Goldman elected RSUs for Chair fees (became Chair 6/12/24) |
| Quarterly RSUs (+ Chair fee) | Sep 1, 2024 | 56,250 | Includes Chair fee element |
| Quarterly RSUs (+ Chair fee) | Dec 1, 2024 | 56,250 | Includes Chair fee element |
| Total 2024 Stock Awards | — | 202,610 | Sum of quarterly RSU grant date fair values |
No director option awards or non-equity incentive plan compensation are disclosed for Goldman in 2024; total director compensation was $277,610 (cash fees $75,000; stock awards $202,610) .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Public company boards | None for GTBIF directors (reduces interlock risk) |
| Non-profit boards | Judd Goldman Adaptive Sailing Program (Chicago) |
| Shared directorships with GTBIF customers/suppliers | None disclosed in proxy |
Expertise & Qualifications
- Core business skills including financial and strategic planning; operating and management experience; finance, financial reporting and analysis; marketing and branding expertise .
- Cannabis industry exposure via GTBIF board experience; high-growth company expertise noted by Board’s qualification matrix .
Equity Ownership
| Category | Amount | Notes |
|---|---|---|
| Subordinate Voting Shares (SVS) beneficially owned | 1,741,463 | Less than 1% of total SVS outstanding (*) |
| Options exercisable within 60 days of Apr 15, 2025 | 20,654 | Included in beneficial ownership per SEC rules |
| Family trust holdings (included in SVS) | 45,013 (Peter D. Goldman Trust); 294,718 (Amy B. Goldman Trust) | Footnote (5) details trust attribution |
| Voting capital stock % | * (less than 1%) | Multi-class voting structure; SVS carry one vote each |
Alignment and policies:
- GTBIF prohibits hedging, pledging, or short sales of its stock, strengthening alignment with shareholders .
- Section 16(a) compliance: directors and officers filed required ownership reports on a timely basis in 2024 .
Governance Assessment
- Board effectiveness: Goldman chairs Compensation Committee and serves on Audit Committee; both committees met frequently in 2024 (Comp: 6x; Audit: 7x), and Board oversight includes risk, compliance, and financial reporting .
- Independence and conflicts:
- Not independent until July 2025 due to prior consulting compensation (last paid July 2022) .
- Audit Committee includes Goldman (non-independent), alongside three independent members; Reisin designated financial expert .
- No related-party transactions, indebtedness, or loans disclosed for Goldman; RPTs disclosed involve other parties (e.g., Mosaic entities, Agrify) .
- Compensation mix and alignment:
- Director pay emphasizes equity via immediately vested RSUs, with Goldman electing RSUs for his Chair retainer starting June 2024; 2024 director pay: $75k cash, $202,610 stock awards .
- Immediate vesting increases liquidity but lacks performance metrics; however, company policy prohibits hedging/pledging, supporting alignment .
RED FLAGS
- Compensation Committee chaired by a non-independent director until independence begins in July 2025 (independence transition mid-year) .
- Audit Committee member not independent (Goldman) while serving on a key oversight committee (mitigated by independent Chair and majority independent membership) .
Overall signal: No direct related-party exposure or share pledging for Goldman, strong meeting participation, and equity-heavy compensation suggest alignment; independence timing and committee composition warrant monitoring through July 2025 .