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Russell Ball

Director at Ivanhoe Electric
Board

About Russell Ball

Independent director at Ivanhoe Electric since 2022 (age 57). Chair of the Audit Committee and member of the Compensation and Nominating Committee. International mining executive with 30+ years’ experience; previously CEO and Chair at Calibre Mining, CFO at Goldcorp, and CFO at Newmont. Qualified Chartered Accountant (South Africa) and Certified Public Accountant (U.S.); holds a Masters in Accounting and Post‑Graduate Diploma in Accounting from University of Natal (South Africa) .

Past Roles

OrganizationRoleTenureCommittees/Impact
Calibre Mining Corp. (TSX: CXB)Chief Executive Officer; Chair of the BoardCEO: Oct 2019–Feb 2021; Chair: Nov 2018–Feb 2021Led turnaround and governance of a TSX-listed miner
Goldcorp Inc. (TSX/NYSE)EVP, Corporate Development and Chief Financial OfficerEVP/CD: May 2013–Dec 2017; CFO: Mar 2016–Nov 2017Senior finance and M&A leadership at major gold producer
Newmont Mining Corporation (NYSE: NEM)Executive Vice President and Chief Financial OfficerCFO: 2008–May 2013; various roles 1994–2013Global finance leadership, controls, and capital allocation

External Roles

OrganizationRoleTenure/StatusNotes
Faraday Copper Corp. (TSX: FDY)Non‑Executive ChairCurrentBoard leadership in copper exploration/development
Southern Silver Exploration Corp. (TSXV: SSL)DirectorCurrentGovernance role at precious/base metals explorer

Board Governance

  • Committee assignments: Audit Committee (Chair); Compensation & Nominating Committee (Member) .
  • Independence: Board determined Ball is independent under NYSE American rules; also independent for Audit Committee per Rule 10A‑3 .
  • Meetings and engagement: In 2024, Board met 4x; Audit 4x; Compensation & Nominating 6x; independent directors held private sessions; 100% director attendance at 2024 Annual Meeting .
CommitteeRoleMeetings in 2024
Audit CommitteeChair4
Compensation & Nominating CommitteeMember6

Fixed Compensation

  • Policy: Non‑employee directors receive $130,000 annually ($30,000 cash; $100,000 equity as DSUs/RSUs/options at board discretion). Committee membership fee $5,000; committee chair $10,000; Audit Chair $15,000. Cash retainer is paid bi‑annually; DSUs vest quarterly; settlement timing per policy elections .
2024 Non‑Employee Director Compensation (USD)Cash FeesStock AwardsOption AwardsAll OtherTotal
Russell Ball$50,000 $99,992 $149,992
Options Outstanding (12/31/2024)28,927

Performance Compensation

  • No performance‑based director compensation disclosed (director equity in DSUs/RSUs/options is time‑based per policy; no PSU metrics for directors) .

Other Directorships & Interlocks

  • Current public boards: Faraday Copper (Non‑Executive Chair); Southern Silver (Director) .
  • Compensation Committee interlocks: None disclosed for committee members including Ball; no related‑party transactions requiring disclosure for committee members .

Expertise & Qualifications

  • Chartered Accountant (South Africa) and U.S. CPA; Masters and PG Diploma in Accounting (University of Natal). Senior finance leadership at Newmont and Goldcorp; CEO experience at Calibre; audit committee chair experience at IE .

Equity Ownership

ItemAs of/DetailAmount
Beneficial ownership (common)March 11, 202524,528 shares; <1% of outstanding
Composition of beneficial ownershipWithin 60 days of Mar 11, 202514,886 DSUs; 9,642 options exercisable
Shares outstanding (reference)March 11, 2025132,565,318
Director ownership guidelinesRequirement3x annual retainer; compliance within 36 months of Jan 1, 2024 (or appointment)
Hedging/pledgingPolicyHedging prohibited; short sales and pledging/margin accounts prohibited

Governance Assessment

  • Strengths: Independent director with deep CFO experience; Audit Committee chaired by Ball and composed entirely of independent directors, with clear mandate over auditor oversight and related‑party review—supports robust financial governance . 2024 director compensation structure uses equity (options) alongside cash, aligning board pay with long‑term shareholder value .
  • Ownership alignment: Ball’s reported beneficial stake is <1% (24,528 shares); company has formal 3x retainer ownership guideline with a 36‑month compliance window to increase alignment over time .
  • Conflicts and interlocks: No compensation committee interlocks or related‑party transactions involving Ball disclosed; Audit Committee reviews all related‑party transactions, mitigating conflict risk . Anti‑hedging and anti‑pledging policies reduce misalignment/credit risk signals .
  • Engagement: Board and committees met regularly in 2024; independent directors hold private sessions; 100% attendance at the 2024 Annual Meeting—a positive engagement signal .

RED FLAGS

  • None disclosed specific to Russell Ball (no related‑party transactions, hedging/pledging, or Section 16(a) delinquencies). The company reported compliance with Section 16(a) for FY2024 . Potential overlap risk from external mining directorships exists in industry context, but no transactions with IE are disclosed; Audit Committee oversight is in place .