Taylor Melvin
About Taylor Melvin
Taylor Melvin, age 55, is Chief Executive Officer, President, and a Director of Ivanhoe Electric Inc. (IE) since November 21, 2022; he holds a B.S. in Business Administration and an MBA from the University of North Carolina at Chapel Hill . During his tenure, IE’s total shareholder return (TSR) based on a $100 initial investment moved from 139.66 in 2022 to 115.86 in 2023 and 86.78 in 2024, while reported revenues declined from $8.44 million (2022) to $3.90 million (2023) and $2.90 million (2024), reflecting the exploration-stage nature of mining assets and shift in technology segment mix .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Battery Metals Streaming Corp. | President & CEO | Mar 2022 – Aug 2022 | Led a privately held battery metals financing platform shortly before joining IE . |
| Freeport-McMoRan Inc. | Vice President, Corporate Development; previously Director – Finance & Business Development | 2008 – Mar 2022 (VP: Jun 2018 – Mar 2022) | Led corporate development for a global copper leader; prior roles in finance and BD strengthened transaction execution . |
| J.P. Morgan (Natural Resources IB, NY) | Executive Director | Pre-2008 | Originated and executed capital markets/M&A for natural resources clients . |
External Roles
No public-company directorships or committee roles for Mr. Melvin are disclosed beyond his IE board seat; non-employee director compensation applies to independent directors, while Melvin is paid only in his executive capacity .
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | $57,051 | $500,000 | $500,000 |
| Target Bonus (%) | 100% of base | 100% of base | 100% of base |
| Actual Bonus Paid ($) | $0 | $465,000 | $450,000 |
| Stock Awards ($) | $7,485,000 | $0 | $0 |
| Option Awards ($) | $2,541,667 | $0 | $999,904 |
| All Other Compensation ($) | $0 | $6,879 | $45,341 |
| Total ($) | $10,083,718 | $971,879 | $1,995,245 |
Performance Compensation
Short-Term Incentive Plan (STIP) – FY 2024
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Health, Safety & Environment | Discretionary focus area | $500,000 (100% of base) | Incorporated into Committee decision | $450,000 cash | Cash (no vesting) |
| Operational Performance (drilling plans, studies) | Discretionary focus area | $500,000 | Incorporated into Committee decision | $450,000 | Cash |
| Corporate Development | Discretionary focus area | $500,000 | Incorporated into Committee decision | $450,000 | Cash |
Notes: STIP awards are typically distributed in Q1; Executive Chairman receives STIP in equity, while CEO receives cash .
Long-Term Incentive Plan (LTIP) – Equity Awards and Vesting
| Award Type | Grant Date | Quantity | Exercise/Terms | Grant-Date Fair Value | Vesting |
|---|---|---|---|---|---|
| Stock Options | Mar 11, 2024 | 289,268 | $13.50 strike; 7-year term | $999,904 | 1/3 annually on each of first three anniversaries |
| Stock Options | Nov 21, 2022 | 500,000 (333,333 exercisable; 166,667 unexercisable at 12/31/24) | $11.75 strike; exp. Nov 21, 2029 | Included in FY 2022 options total | 1/3 annually over 3 years |
| Time-Vested RSUs | Nov 21, 2022 | 750,000 | Share-settled | $7.5 million total fair value | 1/3 annually on Nov 21, 2023/2024/2025 |
Realized and Outstanding:
- RSU vesting and realized value: 250,000 vested on Nov 21, 2024; value realized $2,270,000 based on $9.08 closing price on Nov 20, 2024 .
- Unvested RSUs outstanding: 250,000 scheduled to vest Nov 21, 2025; market value $1,887,500 at $7.55 on Dec 31, 2024 .
- As of Dec 31, 2024, IE determined accelerated options carried no value because they were not in-the-money at $7.55 vs strikes of $11.75/$13.50 .
PSU Program Design (for 2025 awards; none granted in 2024)
- Three-year cliff vest; payout based on relative TSR versus S&P/TSX Equal Weight Global Base Metals Index: 0x below 25th percentile, 1x at 50th percentile, 2x at 75th percentile, linear in-between .
Equity Ownership & Alignment
| Ownership Metric | Value |
|---|---|
| Beneficial Ownership (shares) | 842,015 shares/rights, <1% of outstanding (based on 132,565,318 shares outstanding as of Mar 11, 2025) . |
| Breakdown | 412,260 shares + 429,755 shares issuable upon exercise of options vested within 60 days after Mar 11, 2025 . |
| Unvested RSUs | 250,000 unvested RSUs scheduled for Nov 21, 2025; market value $1,887,500 at $7.55 on Dec 31, 2024 . |
| Options In/Out of Money | Underwater at $7.55 vs $11.75/$13.50; accelerated options valued at $0 as of Dec 31, 2024 . |
| Stock Ownership Guidelines | CEO required to hold common stock equal to 3x annual base salary; compliance within 36 months of Jan 1, 2024 (policy effective Nov 2, 2023) . |
| Hedging/Pledging | Company prohibits hedging and using shares as collateral or buying on margin; pre-clearance and blackout trading windows apply . |
Upcoming Vesting Schedule
| Instrument | Vest Dates | Shares |
|---|---|---|
| RSUs (Nov 21, 2022 grant) | Nov 21, 2025 | 250,000 |
| Options (Mar 11, 2024 grant) | Mar 11, 2025; Mar 11, 2026; Mar 11, 2027 | 96,423 per tranche (1/3 of 289,268) |
| Options (Nov 21, 2022 grant) | Nov 21, 2025 (final tranche) | 166,667 |
Employment Terms
| Term | Detail |
|---|---|
| Role and Start Date | Appointed President & CEO and joined the Board on Nov 21, 2022 . |
| Base Salary | $500,000 annually . |
| Target Bonuses | STIP target 100% of base; LTIP target 200% of base (awarded under LTIP) . |
| Term Length | Indefinite; continues until resignation or termination per agreement . |
| Severance (No CoC) | 1.5x base salary + 1.5x target annual bonus; pro-rata vesting of options/RSUs . |
| Severance (With CoC) | Lump sum: 18 months base + 1 additional month per full year of service after year 3 up to max 24 months; 150% of STIP target; 100% vesting of options/RSUs if terminated without Cause or resigns for Good Reason within 12 months of CoC . |
| Death/Disability | 100% vesting of options/RSUs . |
| Non-Solicit | 12 months post-separation . |
| Confidentiality | Customary confidentiality covenants . |
| Clawback | Company clawback policy effective Mar 14, 2023; applies to incentive compensation for three fiscal years preceding any required restatement; no indemnification permitted . |
Board Governance
- Board seat: Director since 2022; currently nominated for a term expiring at the 2026 Annual Meeting .
- Independence and Committees: Melvin is an executive director (not independent) and does not sit on board committees; Audit, Compensation & Nominating, and Health, Safety & Environmental committees are composed entirely of independent directors .
- Committee leadership: Audit—Chair Russell Ball; Compensation & Nominating—Chair Priya Patil; HSE—Chair Ronald Vance .
- Board process and attendance: The Board held four meetings in 2024; independent directors meet privately; 100% attendance at the 2024 Annual Meeting .
- Director compensation: Melvin is not paid for acting as a director; only in his executive capacity .
- Advisory votes: Say-on-Pay proposal is up for stockholder vote at the 2025 Annual Meeting; board recommends “FOR” .
Performance & Track Record
- TSR: $100 initial investment value—2022: 139.66; 2023: 115.86; 2024: 86.78, indicating market volatility typical of exploration-stage miners .
- Revenues: $8.44 million (2022), $3.90 million (2023), $2.90 million (2024); 2024 mix was ~98% data processing and ~2% energy storage .
- Capital and strategic actions: Completed a public offering on Feb 14, 2025 for net proceeds of approximately $66.0 million (units with $7.00 warrants expiring Feb 17, 2026) to fund Santa Cruz and exploration; VRB Energy entered a joint venture in Oct 2024 with Red Sun including funding tranches for China JV and VRB USA .
- Pay-versus-performance disclosure: Compensation Actually Paid (CAP) to CEO was $12.57 million (2022), $(1.09) million (2023), and $71,043 (2024), driven by equity valuation adjustments; the company did not link 2024 pay to financial reporting measures, focusing STIP on HSE, operations, and corporate development .
Compensation Committee Analysis
- Composition: Priya Patil (Chair), Russell Ball, Patrick Loftus-Hills; all independent; six meetings in 2024 .
- Independent consultant: Hugessen Consulting engaged in Dec 2023; determined independent with no conflicts; advised on executive/director pay and PSU design .
- LTIP governance: Ten-year plan with annual share reserve increases; awards include options, RSUs, PSUs; double-trigger vesting on change-in-control unless otherwise provided .
Investment Implications
- Near-term selling pressure risk appears modest: Mr. Melvin’s options are underwater at $7.55 vs strikes of $11.75/$13.50, reducing exercise-driven sales; however, 250,000 RSUs vest on Nov 21, 2025 and could add supply depending on trading windows and personal diversification .
- Alignment: Beneficial ownership includes 412,260 shares plus vested options; company enforces robust anti-hedging and anti-pledging, and CEO must meet 3x salary ownership guideline within 36 months, supporting alignment with shareholders .
- Pay-for-performance: 2024 STIP was discretionary across HSE/operations/corporate development; PSUs (starting 2025) strengthen long-term alignment via rTSR vs base metals index; monitoring future PSU grants and outcomes is key for incentive efficacy .
- Retention and CoC Economics: Severance at 1.5x salary+bonus without CoC and up to 24 months base plus 150% STIP with CoC (double-trigger vesting) provide meaningful retention but manageable change-in-control costs for investors .
- Governance risk: Dual role (CEO + Director) is mitigated by an Executive Chairman structure and independent committees with private sessions; no director pay for Melvin reduces potential conflicts in board compensation decisions .
Appendix: Company Financial Context (for performance benchmarking)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenue ($USD Thousands) | $8,440 | $3,903 | $2,901 |
| Loss from Operations ($USD Thousands) | $132,165 | $180,402 | $176,951 |
| Net Loss Attributable to Common ($USD Thousands) | $149,813 | $199,377 | $128,622 |