Lisa Lucas-Burke
About Lisa Lucas-Burke
Lisa Lucas-Burke has served as an Independent Director of Greenwave Technology Solutions, Inc. since January 2025; she is age 61 and holds a B.S. in Electronics Engineering (1987) and a B.A. in Psychology (2016) from Norfolk State University . Her background spans municipal IT (City of Portsmouth, starting 1988), executive leadership in the family business Lucas Lodge (Executive Director since 2000), and elected office on the Portsmouth City Council where she served two terms and twice as Vice Mayor . The Board has determined she meets Nasdaq and SEC independence standards (non-employee director) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| City of Portsmouth (IT Dept.) | Computer Programmer Analyst | 1988–2000 | Municipal IT experience |
| Lucas Lodge | Executive Director; business partner | 2000–present | Operates family business with executive responsibilities |
| Portsmouth Economic Development Authority | Commissioner; later Chairman | 2010–2016 (6 years) | Chaired EDA Board |
| Portsmouth City Council | Council Member; Vice Mayor (twice) | 2016–2024 (eight-year tenure) | Twice unanimously voted Vice Mayor |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Delta Sigma Theta Sorority, Inc. (Portsmouth Alumnae Chapter) | Diamond Life Member; Chapter President | Member since 1996; President 2008–2012 | Long-standing civic leadership |
| The Links, Incorporated (Portsmouth, VA Chapter) | Member | 2017–present | Community engagement |
| MLK Jr. Leadership Steering Committee | Member | 2006–present | Civic leadership |
| Portsmouth Democratic Committee | Member | 2006–present | Political/civic involvement |
| Lefcoe Trustee Board | Trustee | 2013–present | Board experience |
| St. Mark Missionary Baptist Church | Member | 2009–present | Community affiliation |
| The Portsmouth Boulevard – Center for Youth | Board Member; Treasurer; President | 2006–2012 | Youth-focused nonprofit leadership |
Board Governance
- Board size is three members as of the proxy date; independence affirmed for non-employee directors (Lucas-Burke and Lanthorn) under Nasdaq and SEC rules .
- Committees and assignments:
- Audit Committee: Members — Cheryl Lanthorn (Chair), Lisa Lucas-Burke; Lanthorn designated “audit committee financial expert” .
- Compensation Committee: Members — Cheryl Lanthorn (Chair), Lisa Lucas-Burke; independent; empowered to set pay programs and hire compensation consultants .
- Nominating & Corporate Governance Committee: Members — Cheryl Lanthorn (Chair), Jason Adelman (until Apr 10, 2025), others previously; Lisa Lucas-Burke appointed Jan 28, 2025 .
- Sustainability Committee: Committee exists; meeting count disclosed for 2024 but membership not detailed here .
- Meetings: In FY2024, Board held 6 meetings; Audit Committee held 4; Compensation Committee held 4; Nominating & Corporate Governance Committee held 4; Sustainability Committee held 4; the Board operated primarily by unanimous written consent .
- Risk oversight is coordinated across committees with full access to management; stockholder communications can be directed to the Chairman at the company address .
Fixed Compensation
- Lisa Lucas-Burke joined the Board in January 2025; the FY2024 director compensation table does not include her. The FY2024 non-employee director compensation (context for structure) is shown below .
| Name | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Option Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|---|
| Cheryl Lanthorn | $50,000 | $93,000 | $0 | $0 | $128,000 |
| Henry Sicignano III | $50,000 | $93,000 | $0 | $0 | $143,000 |
| Jason Adelman | $67,500 | $93,000 | $0 | $0 | $160,500 |
| John Wood | $34,375 | $0 | $0 | $0 | $34,375 |
Notes: As of Dec 31, 2024, $15,000 cash was owed to Mrs. Lanthorn .
Performance Compensation
- No performance-based compensation metrics (TSR, revenue, EBITDA) are used for named executive officer pay per Compensation Committee disclosures; director-specific performance metrics are not disclosed .
- Clawback policy adopted: incentive compensation may be recovered upon accounting restatement or significant misconduct causing financial/reputational harm .
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards | None — “Our directors are not directors in any other reporting companies.” |
| Committee roles at other public companies | None disclosed |
| Interlocks with competitors/suppliers/customers | None disclosed |
Expertise & Qualifications
- Education: B.S. Electronics Engineering (1987); B.A. Psychology (2016) — Norfolk State University .
- Technical/functional background: Municipal IT analyst; executive director of Lucas Lodge; economic development authority chair; city governance (Vice Mayor twice) .
- Independence: Affirmed under Nasdaq and SEC rules; non-employee director .
Equity Ownership
| Holder | Common Shares Beneficially Owned | % of Common Outstanding | Voting Power % | Notes |
|---|---|---|---|---|
| Lisa Lucas-Burke | 0 | <1% (not listed; “*” indicates <1%) | — | No beneficial ownership reported as of July 11, 2025 |
Company policies: Insider trading policy on file; the Company has no formal hedging policy for executives/directors and states it does not engage in hedging, which may be viewed as a governance gap versus best practice .
Governance Assessment
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Strengths
- Independent director with dual committee memberships (Audit; Compensation) and appointment to Nominating & Corporate Governance in Jan 2025 — positions central to oversight of financial reporting, pay, and board composition .
- Board-level clawback policy in place, enhancing accountability for incentive pay .
-
Concerns and potential investor confidence impacts
- Ownership alignment: No reported beneficial ownership for Lucas-Burke as of July 11, 2025; absence of equity stake may weaken alignment with shareholders if sustained .
- Hedging policy: Company states no hedging policy for executives/directors; while it does not engage in hedging, lack of formal prohibition can be a governance gap .
- Related-party exposure (board context): Multiple proposals/transactions tied to CEO Danny Meeks and affiliated entities (e.g., ratification of issuance of Series A-1 Preferred Stock in connection with property purchase agreements; leases with CEO-controlled entity); underscores need for robust independent oversight by Audit/Nominating committees .
- CFO turnover: Recent terminations/resignations in CFO role (Jordan 2022, Sickles 2023, Dietrich terminated Apr 12, 2025) signal instability in financial leadership, elevating oversight demands on Audit Committee .
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Engagement and attendance
- FY2024 meeting cadence (6 Board; 4 per committee) disclosed, but director-specific attendance rates for Lucas-Burke are not provided; her service began in 2025, after the period covered .
Overall, Lucas-Burke’s committee placements position her to influence core governance levers; however, lack of personal share ownership and the Company’s related-party profile and finance leadership turnover increase reliance on her independence and engagement to mitigate governance risk .