Michelle Mosier
About Michelle Mosier
Michelle O. Mosier is Chief Financial Officer of Jushi Holdings Inc., appointed effective January 16, 2023; she is 59 years old as of April 17, 2025 . She brings 20+ years of financial leadership across consumer packaged goods and manufacturing, including CFO at Hamilton Beach Brands, CFO at United Sporting Companies, Controller at Reynolds Group Holdings, CFO at Reynolds Consumer Products, and earlier partnership in PwC’s audit practice (admitted in 1998) . Her compensation at Jushi includes a $400,000 base salary with a discretionary annual bonus target up to 50% of base; 2023 actual compensation totaled $753,410 driven by salary, a discretionary bonus, and option/warrant awards . Company-level performance metrics referenced by Jushi’s compensation framework include revenue and EBITDA growth among other factors, but specific CFO performance targets/weighting are not disclosed; 2023 bonus was discretionary .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Jushi Holdings Inc. | Chief Financial Officer | Appointed Jan 16, 2023 (current) | Led finance and accounting discipline as industry navigated catalysts; appointed to strengthen financial systems |
| Hamilton Beach Brands Holding Co. | Chief Financial Officer | Starting Oct 2018 (end not disclosed) | Led finance for branded small appliances; public-company CFO experience |
| United Sporting Companies | Chief Financial Officer | Sept 2015 – May 2018 | CFO for national distributor; multi-site operations |
| Reynolds Group Holdings Limited | Controller | Not disclosed | Led controllership at global packaging firm |
| Reynolds Consumer Products | Chief Financial Officer | Not disclosed | Consumer packaging CFO; public issuer experience |
| PwC (Coopers & Lybrand/PwC) | Audit Partner | Admitted 1998 (tenure not disclosed) | Capital markets/audit leadership; enterprise controls |
External Roles
- No public company directorships or external board roles disclosed in Jushi’s proxy/8-K materials for Ms. Mosier .
Fixed Compensation
| Component | 2023 | Notes |
|---|---|---|
| Base Salary ($) | $383,348 | Employment agreement sets base at $400,000 annually |
| Target Bonus (%) | Up to 50% of base | Discretionary, payable in cash or equity |
| Actual Bonus ($) | $125,000 | Includes $25,000 relocation bonus and $100,000 discretionary bonus accrued (subject to Board approval) |
| All Other Compensation ($) | $9,257 | 401(k) match and health/disability benefits |
| Total ($) | $753,410 | Sum of components |
Performance Compensation
Annual Short-Term Incentive (Cash/Equity)
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Discretionary performance evaluation (metrics such as revenue growth, EBITDA growth, acquisition activity, equity raises; not specifically disclosed for CFO) | Not disclosed | 50% of base salary target | Not disclosed (performance basis); $100,000 accrued discretionary bonus for FY2023 | $100,000 (accrued; subject to Board approval) | Immediate (cash/equity at company discretion) |
Equity Awards (Options & Warrants)
| Grant Type | Grant Date | Shares/Units | Exercise Price | Fair Value | Vesting / Term |
|---|---|---|---|---|---|
| Stock Options (initial grant, subject to Board approval) | Jan 16, 2023 (agreement effective) | 200,000 | Not disclosed | Included within 2023 “Option Awards” total $235,805 | Five-year vesting schedule |
| Warrants (consulting grant) | Dec 9, 2022 | 200,000 | $1.75 | $218,000 (grant-date fair value) | Five-year vesting schedule |
| Warrants (replacement due to technical defect) | Dec 17, 2023 | 200,000 | $0.55 | Incremental grant-date fair value included in 2023 “Option Awards” | “Shorter expiration period” than original per Board approval; other terms similar |
Option/Warrant program adjustments: In April 2023, Jushi extended the post-termination exercise period (PTEP) on Mosier’s options to 1 year (general termination prior to change in control) and 2 years (post-change in control) . In November–December 2023, her defective consulting warrants were canceled and reissued at a $0.55 exercise price .
Equity Ownership & Alignment
| Metric | Apr 23, 2024 | Apr 17, 2025 |
|---|---|---|
| Beneficial Ownership (SVS) – total shares | 177,067 | 382,233 |
| % of SVS outstanding | <1% | <1% |
| Options exercisable within 60 days | 40,000 | 180,000 |
| Warrants exercisable within 60 days | 40,000 | 80,000 |
- Anti-hedging and anti-pledging: Jushi’s Insider Trading and Blackout Period Policy prohibits hedging transactions and states an Anti-Hedging and Anti-Pledging Policy covering officers, directors, and employees . Hedging is explicitly prohibited in the 2024 proxy as well .
- Stock ownership guidelines: Not disclosed for executives in available materials .
Employment Terms
- Base pay and bonus: $400,000 base salary; eligible for annual discretionary bonus up to 50% of base, payable in cash or equity, subject to Board approval .
- Severance and change-in-control:
- Without cause prior to change in control: 6 months of base salary in installments .
- Without cause upon/after change in control: 12 months of base salary in installments plus full vesting of outstanding equity grants; requires execution of release and completion of an adequate transition period up to 12 months (or longer if mutually agreed) .
- Initial 8-K terms also contemplated 12 months of salary if termination without cause occurred within the first 12 months of employment, and 6 months if after the first 12 months, with equity acceleration upon/after change in control .
- Non-compete and non-solicit: Non-compete during employment and for one year thereafter; non-solicitation covenants for two years post-termination . Broader restrictive period and scope also detailed in the employment agreement’s Section 7 (includes Restricted Area and Restricted Business) .
- Post-termination exercise period (PTEP): Options PTEP extended to 1 year pre-change-in-control termination; 2 years post-change-in-control termination .
- Clawback: All awards subject to clawback/recoupment per plan and applicable law (Dodd-Frank, exchange standards) .
- Anti-hedging/pledging: Policy prohibits hedging; Anti-Hedging and Anti-Pledging Policy noted in proxy .
Investment Implications
- Pay-for-performance alignment: 2023 compensation emphasized at-risk components (discretionary bonus; options/warrants), but the lack of disclosed, objective performance weightings reduces transparency on pay-for-performance calibration for the CFO role . Equity grants and the option/warrant structure tie upside to share price, consistent with shareholder alignment .
- Retention and selling pressure: Extended PTEP (1–2 years) lowers forced exercise/selling risk in a departure scenario; however, reissued warrants at a $0.55 strike create potential future exercise/overhang depending on market price and expiry terms, though exact expiry not disclosed .
- Ownership alignment: Beneficial ownership rose from 177,067 (Apr 2024) to 382,233 (Apr 2025), with increased options/warrants exercisable within 60 days (40,000→180,000 options; 40,000→80,000 warrants). Still <1% ownership, typical for a CFO, with anti-hedging/pledging policies reinforcing alignment .
- Governance and red flags: The compensation committee included the CEO as chair in 2024, which is atypical and may raise independence concerns; option/warrant adjustments and re-pricings occurred broadly across management/directors (though Mosier’s actions pertained to warrant defect remediation rather than option repricing), warranting monitoring for future award changes .
- Severance economics: Double-trigger equity acceleration on termination without cause upon/after change in control (plus 12 months salary) provides competitive protection; pre-CoC severance at 6 months is moderate and could support retention without excessive shareholder cost .
Overall, Mosier’s package combines a market-rate base, discretionary bonus potential, and equity-linked upside with robust post-termination exercise windows and anti-hedging/pledging policies. Monitor future proxy disclosures for explicit performance metric weightings and any further equity award modifications, as committee independence and program resets have been active at Jushi .