William Tai
About William Tai
Independent Chair of Hut 8’s board; age 62. Venture capitalist and technology company co‑founder (IPInfusion; Treasure Data, Chairman), early investor in Canva, Color Genomics, Dapper Labs, Safety Culture, Tweetdeck, Zoom. BS Electrical Engineering (Honors), University of Illinois; MBA, Harvard University. Director at Legacy Hut since March 2018; Chair since the Business Combination and currently independent Chair of Hut 8’s board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Charles River Ventures | Partner | 2002–2019 | Growth-stage VC leadership; deal oversight |
| Treasure Data Inc. | Co-founder; Chairman | Not disclosed | Company building; board leadership |
| IPInfusion | Co-founder | Not disclosed | Company building in networking stack |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Various publicly listed companies | Director (seven total) | Not disclosed | Service on seven public company boards |
Board Governance
- Role: Independent Chair; CEO is separate (Asher Genoot). Board periodically reviews leadership; current separation deemed efficient .
- Independence: Classified as independent under Nasdaq/TSX rules .
- Committee assignments:
- Nominating & Governance Committee member; chair is Amy Wilkinson .
- Not a member of Audit (Flinn, O’Neal, Shattuck) or Compensation & Talent (Shattuck (Chair), Rickertsen, Wilkinson) .
- Attendance: Board met 13 times in 2024; Audit (4), Compensation (5), Nominating & Governance (3). All incumbent directors attended ≥75% of aggregate board/committee meetings on which they served .
- Executive sessions and independent director coordination: Independent directors meet without management before/after regular meetings; independent Chair in place .
| Committee | Members | Chair |
|---|---|---|
| Audit | Joseph Flinn; E. Stanley O’Neal; Mayo A. Shattuck III | Joseph Flinn |
| Compensation & Talent Development | Mayo A. Shattuck III; Carl J. (Rick) Rickertsen; Amy Wilkinson | Mayo A. Shattuck III |
| Nominating & Governance | Amy Wilkinson; E. Stanley O’Neal; William Tai | Amy Wilkinson |
Fixed Compensation
- 2024 structure: Non-employee directors elected to receive 100% of director compensation in equity (RSUs) in lieu of cash .
- Non-employee director annual limits: Total annual value (cash + equity) capped at $750,000; exceptions up to $1,000,000 in extraordinary cases .
| Year | Cash Retainer ($) | Equity Awards ($) | Option Awards ($) | Other ($) | Total ($) |
|---|---|---|---|---|---|
| 2024 | $0 | $387,186 | $0 | $0 | $387,186 |
Performance Compensation
- Directors do not receive performance-based awards; grants are time-based RSUs. Company-wide equity plan features clawback and double-trigger CIC vesting, but no director-specific performance metrics .
| Grant Date | Instrument | Units | Grant-date Fair Value ($) |
|---|---|---|---|
| Mar 26, 2024 | RSU | 17,633 | $174,215 |
| Aug 12, 2024 | RSU | 18,698 | $212,971 |
Key design features
- Clawback aligned with SEC/Nasdaq rules adopted Nov 2023 .
- Double-trigger change-in-control vesting for awards .
- No repricing; no evergreen; no share recycling .
Other Directorships & Interlocks
- Served as director of seven publicly listed companies (names not disclosed in proxy) .
- No compensation committee interlocks reported for the Company; no insider participation on compensation committee .
Expertise & Qualifications
- Venture capital, scaling nascent-market companies, and technology founding/operator experience .
- Technical foundation (EE) and top-tier business education (Harvard MBA) .
- Governance exposure across multiple public boards; nominating/governance committee service at Hut 8 .
Equity Ownership
- Ownership guidelines: Non-employee directors must hold 3× annual cash retainer within five years; includes unvested RSUs and earned PSUs; sell-down limited to 50% of net shares until guideline met .
- Anti-hedging/pledging: Company policy prohibits hedging/pledging by directors and employees .
| Holder | Shares Held Directly | RSUs Vesting ≤60 Days | DSUs Redeemable ≤60 Days | Total Beneficial Ownership | % of Shares Outstanding |
|---|---|---|---|---|---|
| William Tai | 155,490 | 18,698 | 28,603 | 202,791 | <1% |
Governance Assessment
- Strengths: Independent Chair; separation from CEO; active service on Nominating & Governance; full equity compensation aligning director interests with shareholders; anti-hedging/pledging and robust clawback; double-trigger CIC vesting; meeting attendance ≥75% .
- Alignment: 2024 director pay entirely in RSUs; ownership guidelines encourage meaningful skin-in-the-game; beneficial ownership present with mix of direct shares, RSUs, DSUs .
- Potential conflicts/related-party exposure: No related party transactions disclosed involving Tai; none indicated in current Hut 8 related party disclosures .
- Risk indicators to monitor: Company disclosed material weaknesses in ICFR in 2025 (deferred tax provision review; complex accounting review). As board Chair, continued oversight of remediation is a governance priority .
- Shareholder engagement signals: Say-on-pay advisory vote (proposal 2) and annual frequency recommendation (proposal 3) on 2025 ballot; board recommends FOR and ONE YEAR, respectively .