Asher Genoot
About Asher Genoot
Asher Genoot, 30, is Chief Executive Officer and a director of Hut 8, appointed CEO on February 6, 2024 after serving as President; he holds a BBA from the University of Southern California . Under his leadership, Hut 8 reported Q3 2025 revenue of $83.5M, net income of $50.6M, and Adjusted EBITDA of $109.0M, and expanded its development pipeline to 8,650 MW, while building a 13,696 BTC strategic reserve valued at $1.6B as of Sept 30, 2025 . The company executed power portfolio optimization culminating in a definitive agreement to sell a 310 MW Ontario portfolio to TransAlta following five-year IESO capacity contract wins, underscoring value creation and capital redeployment discipline . Hut 8’s pay-versus-performance disclosure shows a 2024 TSR index of 195 (vs peer 110), net income of $331.4M, and Adjusted EBITDA of $555.7M for 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| U.S. Data Mining Group, Inc. (“USBTC”) | President, COO, Director (co-founder) | Dec 2020 – Nov 30, 2023 | Co-founded and scaled the platform later combined with Legacy Hut to form Hut 8 Corp; brought founder-operator discipline to power-first strategy . |
| Flagship Endeavors | Managing Director | Jan 2019 – Dec 2020 | Brand incubator leadership experience (entrepreneurial, capital allocation) . |
| Curio (Shanghai) | Founder & CEO | Apr 2016 – May 2019 | Built and expanded an education company across China (operations, growth execution) . |
| Ivy Crest Institute of International Education (Shanghai) | Founder | Circa age 19 (prior to 2016) | Early entrepreneurship; founded and exited educational venture . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Ionic Digital Inc. | Director | Jan 2024 – Jun 2024 | Board experience at a Bitcoin mining adjacent platform during Hut 8 transformation year . |
Fixed Compensation
| Component | 2024 Value | Notes |
|---|---|---|
| Base Salary | $550,000 | Increased from $490,000 effective Feb 6, 2024 upon CEO appointment . |
| Target Annual Bonus (%) | 100% of base | Target increased to 100% of base for 2024 (from 80% pre-CEO) . |
| Target Annual Bonus ($) | $550,000 | 100% x $550,000 base . |
| Actual Annual Bonus Paid (2024) | $1,100,000 | 200% of target based on turnaround achievements in 2024 . |
| Director Fees | $0 | CEO receives no additional compensation for board service . |
Performance Compensation
2024 Annual Cash Incentive (Discretionary Framework for Transition Year)
| Metric/Focus | Weighting | Target | Actual | Payout | Rationale / Vesting |
|---|---|---|---|---|---|
| Discretionary company and individual performance (turnaround execution) | N/A | $550,000 | 200% of target | $1,100,000 | Exceeded objectives: cost/MWh reduced ~30% and +8 pts gross margin/Bitcoin (Q4’23→Q4’24); expanded pipeline; strengthened treasury; stock performance improved; paid in cash (no vesting) . |
2024 PSUs (Grant Date 3/26/2024)
| Feature | Details |
|---|---|
| Instrument | Performance Stock Units (100% of CEO 2024 LTI) . |
| Target PSUs | 481,348 units . |
| Performance Window | Highest 20-day VWAP between Mar 26, 2025 and Mar 26, 2027 . |
| Payout Curve | 0% below $12.47; 100% between $12.47–$16.62; 200% at or above $16.62 . |
| Time Vest | Cliff vest at ~3 years (Mar 26, 2027) subject to meeting price hurdles . |
| Design Intent | Long-term, stock-price-based performance with delayed measurement to deter short-term gaming; strong retention via cliff vest . |
Payout thresholds table:
| Highest 20-Day VWAP During Performance Period | Earned PSUs (% of Target) |
|---|---|
| < $12.47 | 0% |
| $12.47 – $16.62 | 100% |
| ≥ $16.62 | 200% |
Grant value disclosure:
| Grant | Grant Date | Grant-Date Fair Value |
|---|---|---|
| 2024 CEO PSU Award | 3/26/2024 | $8,635,384 . |
Equity Ownership & Alignment
| Item | Amount / Status |
|---|---|
| Total Beneficial Ownership | 4,013,299 shares (3.8% of outstanding) as of Apr 23, 2025 . |
| Shares Outstanding (reference) | 104,166,843 (basis for ownership %) . |
| Options (Exercisable) | 704,449 options @ $0.39, exp. 01/05/2033; fully vested Aug 12, 2024 . |
| RSUs (Unvested) | None disclosed for CEO . |
| PSUs (Unvested Target) | 481,348 target PSUs (see performance table) . |
| Ownership Guidelines | CEO: 5x base salary; 5 years to comply; includes unvested RSUs and earned PSUs in calculation . |
| Hedging/Pledging | Prohibited by insider trading policy; clawback policy adopted Nov 2023 per SEC/Nasdaq rules . |
| Vested vs Unvested | Options vested; PSUs unvested and performance-/time-based; no CEO RSUs outstanding . |
Note: Directors and employees are prohibited from hedging or pledging company securities, supporting alignment and reducing downside moral hazard risk .
Employment Terms
| Term | Detail |
|---|---|
| Employment Agreement | Executive Employment Agreement dated Nov 30, 2023; indefinite term until terminated per agreement . |
| Current Role Start | CEO since Feb 6, 2024 (previously President) . |
| Pay Elements | Base $550,000 (effective Feb 6, 2024); target bonus 100% of base; equity eligibility (PSUs as primary LTI) . |
| Perquisites | YPO dues up to $10,000; tax filing reimbursement up to $2,500 . |
| Severance (Qualifying Termination) | 12 months base + target bonus (total cash $990,000), plus 12 months COBRA at employee rates; pro-rated PSU vesting based on actual performance; RSUs (if any) vest for tranches within severance period . |
| Change-in-Control (Double Trigger) | If terminated without cause or resigns for good reason within 12 months post-CoC: full vesting of time-based awards; PSUs vest at greater of target or actual performance; CEO equity value illustrated at $9,862,821 under CoC scenario (assumes 100% target for PSUs) . |
| Restrictive Covenants | Separation/retention and severance subject to compliance with ongoing restrictive covenants; release required . |
| Clawback | Dodd-Frank compliant clawback adopted Nov 2023 (restatement-based recovery) . |
Severance scenario illustration (as of 12/31/2024):
| Scenario | Cash Severance | Equity Vesting | Benefits | Total |
|---|---|---|---|---|
| Qualifying Termination | $990,000 | $2,522,012 (pro-rated PSUs at 100% target assumption) | $16,917 | $3,528,929 . |
| CoC + Qualifying Termination | $990,000 | $9,862,821 (full acceleration at ≥ target) | $16,917 | $10,869,738 . |
Board Governance
- Role and tenure: CEO and director since Business Combination; not independent by virtue of executive role .
- Board leadership: Independent Chair (William Tai); CEO and Chair roles separated, mitigating dual-role concentration risk .
- Committees: CEO is not on Audit, Compensation & Talent Development, or Nominating & Governance committees .
- Board/committee attendance: All incumbent directors attended ≥75% of meetings in 2024 .
- Director compensation: CEO receives no director retainers or fees .
Director Compensation
- 2024 non-employee director compensation was delivered 100% in equity; executives (including Genoot) received no additional compensation for board service .
Compensation Structure Analysis
- Mix shift and risk: 2024 LTI for CEO delivered 100% in PSUs with delayed two-year price measurement and three-year cliff vest—high at-risk, stock-price-linked design emphasizing long-term value creation and retention .
- Cash vs equity: Cash pay remains modest relative to at-risk compensation; base raised to $550k at CEO transition, but equity dominates total comp (2024 grant-date PSU value $8.6M) .
- Discretionary bonuses: 200% of target paid for 2024 based on multi-dimensional turnaround outcomes in a post-combination integration year—signals strong committee endorsement but increases governance focus on future metric formalization .
Compensation Peer Group and Policies
- Peer set referenced for market context (not strict benchmarking in 2024): Applied Digital, Bitfarms, Cipher Mining, CleanSpark, Core Scientific, MARA, Riot Platforms, TeraWulf; fixed pay targeted around 25–50th percentile while emphasizing performance-based pay .
- Independent consultants: PayGovernance (2024) and Compensia (2025) engaged; no conflicts identified .
Related-Party Transactions
- Immediate family member employed by Hut 8 (non-officer): $120,000 base salary for 2025; 2024 compensation below $120,000; reviewed under related-person transaction policy .
Performance & Track Record Highlights
- Operational/strategic execution:
- Q3 2025: $83.5M revenue; $50.6M net income; $109.0M Adjusted EBITDA; 1,020 MW energy capacity under management; 8,650 MW development pipeline; 13,696 BTC reserve ($1.6B) .
- Power portfolio optimization: Secured five-year IESO capacity contracts (310 MW) and subsequently signed definitive agreement to sell the portfolio to TransAlta, redeploying capital to core digital infrastructure growth .
- Strategic treasury: Established/expanded Bitcoin reserve to >10,000 BTC at 2024 year-end; reserve viewed as flexible capital for growth and treasury optimization .
- Pay-versus-performance: 2024 TSR index 195 vs peer group 110; 2024 net income $331.4M; Adjusted EBITDA $555.7M (non-GAAP as defined) .
Say-on-Pay & Shareholder Feedback
- 2025 proxy seeks advisory approval of NEO compensation and recommends “FOR”; company also recommends annual say-on-pay frequency .
Equity Vesting Schedules and Insider Selling Pressure
- Near-term supply: CEO’s large 2024 PSU grant vests in March 2027 subject to achieving stock-price hurdles, concentrating potential selling pressure around vesting if performance achieved; no CEO RSUs outstanding; options already fully vested .
- Policy mitigants: Anti-hedging/pledging policy and stock ownership guidelines (5x salary; 5-year compliance) promote alignment and dampen opportunistic selling .
Employment Contracts, Severance, and CoC Economics
- Severance: 12 months base + target bonus and COBRA; PSUs pro-rated at actual; RSU tranche vest during severance period .
- CoC: Double-trigger; full vesting with PSUs at greater of target/actual; illustrated equity acceleration value of $9.86M for CEO at 12/31/24 prices .
- Clawback: Restatement recoupment per SEC/Nasdaq .
- Non-compete/solicit: Ongoing restrictive covenants referenced in separation/severance conditions .
Governance: Board Service History, Committees, and Dual-Role Implications
- Service history: Director since Business Combination; CEO since Feb 2024 .
- Independence: Not independent due to executive role; board maintains independent Chair and fully independent key committees (Audit; Compensation & Talent Development; Nominating & Governance) .
- Implications: Separation of Chair/CEO and independent committee leadership help mitigate risks associated with CEO-director dual roles .
Investment Implications
- Alignment: High proportion of at-risk PSU compensation tethered to multi-year stock performance and cliff vesting supports long-term alignment; anti-hedging/pledging and 5x salary ownership guideline add discipline .
- Retention and supply: Largest equity unlocks occur in 2027 contingent on performance, concentrating potential selling pressure then; absence of CEO RSUs reduces steady-state vesting overhang before 2027; options are fully vested and deeply in-the-money, but policies and ownership guidelines temper near-term sales .
- Change-in-control incentives: Double-trigger acceleration with PSUs at greater of target/actual aligns outcomes in strategic transactions; note sizable illustrated CoC equity value, which can be shareholder-aligned if value creation is realized .
- Execution track record: Contracting and monetization of the Ontario power assets, pipeline expansion, and treasury strategy (BTC reserve) are supportive signals; continued delivery on capacity commercialization and EBITDA expansion will be key to PSU realization and equity value creation .