Richard Reisin
About Richard Reisin
Richard Reisin, age 69, is an independent director at Green Thumb Industries (GTBIF) and has served since September 2023; he became Chair of the Audit Committee in December 2023 and is designated an “audit committee financial expert” under SEC rules . He previously served as Executive Vice President and Director at Carylon Corporation (July 2015–November 2020) and was a CPA and Director at Ostrow Reisin Berk & Abrams, Ltd. (1997–June 2015); he holds a Bachelor of Science in Finance from Indiana University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Carylon Corporation | Executive Vice President and Director | Jul 2015–Nov 2020 | Senior operating and financial leadership |
| Ostrow Reisin Berk & Abrams, Ltd. | CPA; Director | 1997–Jun 2015 | Accounting, audit, tax, consulting across private companies |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| — | — | — | None of GTI’s directors are presently directors of any other reporting issuer . |
Board Governance
- Independence: The Board determined Reisin is independent under NYSE and applicable Canadian securities laws .
- Audit Committee: Chair; identified as an “audit committee financial expert”; all members financially literate; one member (Goldman) not independent until July 2025 .
- Attendance: Board held six meetings in 2024; all directors attended at least 75% of applicable Board/committee meetings; all current Board members attended the 2024 AGM on June 12, 2024 .
| Governance Dimension | Detail |
|---|---|
| Board tenure | Director since Sep 2023 |
| Committee assignments | Audit Committee Chair |
| Audit Committee composition | Barnes (independent), Goldman (not independent), Reisin (independent), Ross (independent) |
| Financial expert designation | Reisin identified as “audit committee financial expert” |
| Attendance (2024) | Board held 6 meetings; all directors ≥75% attendance; all attended 2024 AGM |
| Director independence | Independent (NYSE/NI 58-101) |
Fixed Compensation
Director compensation program (effective Dec 1, 2022): $75,000 annual cash retainer; $65,000 additional annual retainer for Audit Committee Chair (cash or immediately vested RSUs at recipient’s election); $175,000 annual award of fully-vested RSUs, paid quarterly .
| Component | Amount | Structure | 2024 Detail |
|---|---|---|---|
| Annual cash retainer | $75,000 | Cash; paid quarterly | Fees earned or paid in cash: $75,000 |
| Audit Chair retainer | $65,000 | Cash or immediately vested RSUs | Reisin elected RSUs; included in RSU totals |
| Annual RSU grant | $175,000 | Fully vested RSUs; paid quarterly | RSU grant date fair values: $60,000 each on Mar 1, Jun 1, Sep 1, Dec 1 (total $240,000) |
| Options/meeting fees | $0 | — | Option awards $—; meeting fees not disclosed |
| Total 2024 director comp | $315,000 | Cash + RSUs | $75,000 cash + $240,000 stock awards |
Quarterly RSU detail (2024):
| Date | Grant Date Fair Value |
|---|---|
| March 1, 2024 | $60,000 |
| June 1, 2024 | $60,000 |
| September 1, 2024 | $60,000 |
| December 1, 2024 | $60,000 |
| Total | $240,000 |
Performance Compensation
Directors do not receive performance-based incentive pay; Reisin’s 2024 non-equity incentive compensation and option awards were $0, and RSUs are fully vested upon grant .
| Performance Component | Status | 2024 Amount |
|---|---|---|
| Non-equity incentive plan | Not applicable to directors | $— |
| Options (performance-linked) | None granted | $— |
| RSU vesting | Immediate/fully vested (no performance conditions) | $240,000 |
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards | None; GTI directors are not presently directors of other reporting issuers |
| Compensation committee interlocks | No interlocks with other entities’ compensation committees involving GTI executive officers in 2024 |
| Related-party transactions (Reg S-K 404) | None for Reisin at appointment (Board increased to nine; Reisin appointed as independent; no transactions requiring disclosure) |
Expertise & Qualifications
- Core business skills, including financial and strategic planning; audit and accounting expertise; operating and management experience .
- Audit committee financial expert designation enhances oversight of financial reporting and controls .
Equity Ownership
| Holding | Amount | % of Class | Notes |
|---|---|---|---|
| Subordinate Voting Shares (SVS) | 105,670 | <1% of SVS | Includes 70,285 SVS held by Richard A. Reisin Revocable Trust |
| Multiple Voting Shares | — | — | — |
| Super Voting Shares | — | — | — |
| Derivatives/Options | None disclosed | — | — |
| Pledged shares | Not disclosed | — | — |
Governance Assessment
- Strengths: Independent director with deep audit/accounting experience; designated audit committee financial expert and serving as Audit Chair; Audit Committee pre-approval policy (including delegation to the Chair for non-audit services) supports auditor independence and control over scope . Attendance was at least 75% across directors and full AGM attendance in 2024, indicating engagement . No related-party transactions reported for Reisin at appointment; beneficial ownership provides some alignment via direct and trust-held shares .
- Watch items: Audit Committee includes one non-independent member (Goldman) until July 2025, which is atypical and should be monitored for full committee independence restoration . Director equity is delivered as fully vested RSUs (including the Audit Chair retainer when elected in RSUs), which lacks performance or retention conditions relative to performance-based equity structures .
Auditor oversight context: Baker Tilly serves as independent auditor; total audit fees were $1,429,942 (2024) vs $1,088,698 (2023); Audit Committee maintains pre-approval of auditor services and deemed services compatible with auditor independence .