Patrick Chung
About Patrick Chung
Patrick Chung (age 35) is an independent director of Hydrofarm Holdings Group, Inc. (HYFM), serving on the board since November 10, 2020. He is Vice President of Finance at Tricap Properties (since October 2024), with prior roles in investment and finance at CentreCourt, Serruya Private Equity, Inside Edge Properties, Deloitte, and PwC. He is a Chartered Professional Accountant (Ontario) and holds a Bachelor of Accounting and Finance (minor in Economics) and a Master of Accounting, both from the University of Waterloo .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Tricap Properties | Vice President of Finance | Oct 2024 – Present | Oversight of finance (as disclosed) |
| CentreCourt | Vice President of Investments | Oct 2022 – Oct 2024 | Led investments (as disclosed) |
| Serruya Private Equity Inc. | Vice President of Finance | Mar 2018 – Oct 2022 | Oversaw financial reporting and asset management; led real estate investments |
| Inside Edge Properties Ltd. | Director of Finance | Mar 2017 – Mar 2018 | Finance leadership |
| Deloitte | Assistant Manager, Finance Advisory | Jan 2015 – Mar 2017 | Finance advisory |
| PwC Canada | Associate, Risk Assurance Services | Pre-2015 | Risk assurance |
External Roles
| Organization | Role | Public/Private | Tenure | Notes |
|---|---|---|---|---|
| None disclosed | — | — | — | No other public company directorships disclosed for Mr. Chung |
Board Governance
- Classification and term: Class I director; term ends at the 2027 annual meeting .
- Independence: Board determined Chung is an “independent director” under Nasdaq rules .
- Committees:
- Compensation Committee, member (Chair: Susan P. Peters) .
- Nominating and Corporate Governance Committee, member (Chair: Renah Persofsky) .
- Attendance: In FY2024, the board met 7 times and committees met 11 times; no director attended fewer than 75% of combined board and relevant committee meetings; all directors attended the 2024 annual meeting .
- Compensation Committee interlocks: None; no executive officers serving on boards/comp committees of entities with HYFM executives on HYFM’s board/Comp Committee .
- Related party transactions: HYFM reports no related person transactions since Jan 1, 2023, other than items disclosed for the Executive Chairman (none involving Chung) .
- Hedging/pledging: Company policy prohibits directors from hedging or pledging company stock; pre-clearance of trades required for designated insiders .
Fixed Compensation (Director)
| Component | Amount | Detail |
|---|---|---|
| Annual cash retainer | $75,000 | Standard non-employee director cash fee . |
| Committee chair fees | $0 | Not a chair (Audit chair $25k; Comp chair $15k; Nominating chair $10k) . |
| Meeting fees | Not disclosed | No meeting fees disclosed . |
Director compensation received in FY2024 (as reported):
- Patrick Chung: $75,000 cash; $125,001 stock awards; total $200,001 .
- Annual equity: Each non-employee director received 16,047 RSUs as the 2024 annual grant, vesting June 6, 2025 .
Performance Compensation (Director)
| Instrument | Grant size | Vesting | Performance metrics |
|---|---|---|---|
| RSUs (annual director grant) | 16,047 RSUs (2024) | Vests after ~1 year (June 6, 2025) | None disclosed (time-based RSUs) . |
No director performance-conditioned equity (e.g., PSUs) disclosed for non-employee directors; equity is time-vested RSUs .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed for Patrick Chung . |
| Committee roles at other public companies | None disclosed . |
| Interlocks (Comp Committee) | None reported; no interlocks in FY2024 . |
Expertise & Qualifications
- Technical/financial expertise: Financial accounting and investment management; CPA (Ontario) designation (Dec 2015) .
- Education: BAcc/Finance (minor in Economics), University of Waterloo (Dec 2011); Master of Accounting, University of Waterloo (Aug 2012) .
- Board skills emphasis: Selected for board service due to financial accounting and investment management expertise .
Equity Ownership
| Holder | Total Beneficial Ownership (shares) | Composition | Ownership % |
|---|---|---|---|
| Patrick Chung | 15,103 | 2,726 common shares; 12,377 shares issuable under deferred RSUs settleable within 60 days of Mar 31, 2025 | <1% (asterisked as less than 1%) . |
Additional alignment policies:
- Non-employee director stock ownership guideline: 5x annual cash retainer; Compensation Committee monitors progress; all non-employee directors are making appropriate progress .
- Hedging/pledging prohibited; insider trading policy requires pre-clearance for designated insiders .
Insider Filing Compliance
- Section 16(a) compliance: HYFM reports all directors/officers filed required ownership reports timely; no delinquencies noted .
Governance Assessment
- Committee load and independence: Chung serves on two key committees (Compensation; Nominating & Governance) and is formally independent under Nasdaq standards, supporting governance oversight without management ties .
- Engagement: Attendance thresholds met across the board in FY2024; all directors attended the 2024 annual meeting, indicating baseline engagement .
- Alignment: Director pay is a standard mix of cash retainer and time-based RSUs; non-employee director ownership guidelines (5x retainer) and hedging/pledging prohibitions strengthen alignment, though the director equity is not performance-conditioned .
- Conflicts/related parties: No related person transactions reported involving Chung; no compensation committee interlocks identified, reducing conflict risk .
RED FLAGS
- None identified in the proxy regarding related-party transactions, pledging/hedging, or attendance for Patrick Chung .