Rodney Worthen - Interim Chief Financial Officer | Microvast Holdings (MVST) Executive Profile & Compensation

About Rodney Worthen

Rodney Worthen is Interim Chief Financial Officer of Microvast Holdings, Inc. (MVST), appointed August 7, 2025; age 34 . He joined Microvast in June 2023 and has served as VP of Corporate Strategy alongside prior roles leading FP&A and Investor Relations; earlier, he was Director of Finance at Killam Holdings and held M&A/FP&A/engineering roles at energy companies. He holds a B.S. in Mechanical Engineering (University of Central Oklahoma), an M.S. in Engineering (University of Oklahoma), and an M.S. in Finance/MBA (Auburn University) . As Interim CFO, he signed Section 302/906 certifications on the Q3 2025 Form 10-Q and is operating amid a going‑concern environment and material control weaknesses the company is remediating .

Company operating context during his tenure:

Metric	Period	Value
Cash, cash equivalents, and restricted cash	As of Sep 30, 2025	$142.6 million
Net cash from operating activities	Nine months ended Sep 30, 2025	$59.5 million
Profit from operations	Nine months ended Sep 30, 2025	$48.1 million
Order backlog	As of Sep 30, 2025	$237.7 million (majority expected 2025–2026)
Disclosure controls status	As of Sep 30, 2025	Not effective; identified IT general control weaknesses (ERP access/monitoring)

Past Roles

Organization	Role	Years	Strategic Impact
Microvast Holdings, Inc.	Interim Chief Financial Officer	Aug 2025–present	Principal financial officer; signed SOX certifications and 10‑Q; leads finance amid going‑concern and controls remediation
Microvast Holdings, Inc.	Vice President, Corporate Strategy	2023–2025 (joined Jun 2023)	Led corporate strategy; previously led FP&A and Investor Relations
Microvast Holdings, Inc.	Director of Investor Relations and FP&A; VP Corporate Finance; Head of FP&A & IR	Dates not disclosed	Built investor relations and FP&A capabilities; progressed to VP roles
Killam Holdings Company	Director of Finance	Dates not disclosed	Financial reporting and corporate development leadership
Various private/public energy companies	M&A, FP&A, engineering roles	Dates not disclosed	Progressive responsibilities across finance and engineering

External Roles

None disclosed for Worthen (no other public company directorships or committee roles indicated) .

Fixed Compensation

Rodney Worthen’s base salary, target bonus, and cash compensation terms are not disclosed in available filings. His appointment 8‑K notes no special arrangements or family relationships tied to his appointment .

Company executive pay structure (context for leadership team):

Base salaries for NEOs increased Dec 1, 2024 (CEO to $564,480; COO to $400,000; President/GC to $450,000) .
2024 short‑term program was replaced by one‑time cash bonuses due to volatility; bonuses granted to President/GC ($125,000) and COO ($93,750) .
Long‑term incentives: Dec 1, 2024 awards included RSUs for CEO (fully vested at grant) and stock options for the COO and President/GC vesting in three equal annual installments (exercise price $1.29) .

Performance Compensation

Worthen’s individual performance metrics and incentive weightings are not disclosed. Company‑level incentive design provides insight into the framework used for executives.

Metric	Weighting	Target	Actual	Payout	Vesting
Short‑term incentive (2023): Revenue	50%	Target not disclosed	Below threshold	0% for revenue component; overall STIP paid 60% of target due to margin	Cash payout for 2023 participants
Short‑term incentive (2023): Adjusted Gross Margin	50%	Target not disclosed	Achieved at maximum	120% for margin component; overall STIP 60% of target	Cash payout for 2023 participants
PSUs (CEO’s 2022 grant): Relative TSR Jan 1, 2022–Dec 31, 2024	Not stated	50th percentile	30th percentile (company TSR −53.53%)	60% of target	Vested at end of period; certification by Compensation Committee

Share‑based compensation accounting overview (useful for vesting pressure across the company):

RSU fair value based on grant‑date market price; amortized straight‑line over vesting .
PSU fair value with market conditions estimated via Monte Carlo; expense recognized if performance conditions are probable .
Q3 2025 share‑based compensation expense by function totaled $754k for the quarter and $2.303m for nine months (cost of revenues, G&A, R&D, S&M, construction in process) .

Equity Ownership & Alignment

Anti‑hedging and anti‑pledging policy: Officers and directors are prohibited from hedging company securities and from holding MVST stock in margin accounts or pledging as collateral; pre‑approval required for insider transactions .
Beneficial ownership table (Record Date Aug 26, 2025) lists directors and NEOs; Worthen is not individually listed, and his share/option holdings are not disclosed .
Company option activity indicates high historical option overhang and 2025 grants; e.g., 26.45m options outstanding at Sep 30, 2025, WAE $5.72, 24.32m exercisable; one 300,000‑share grant at $3.57 YTD (exercise prices and fair value per Black‑Scholes assumptions) . This is company‑level and not attributable to Worthen specifically.

Insider transactions and selling pressure:

Form 4 data for “Rodney Worthen” could not be retrieved due to a technical authorization error when querying the insider‑trades skill; no insider trading records are available from filings returned here. We attempted to fetch Form 4 filings but were unable to access the endpoint (401 Unauthorized). Therefore, current selling/buying pressure specific to Worthen cannot be assessed from Form 4s at this time.

Employment Terms

Appointment: Worthen was appointed Interim CFO on August 7, 2025; he continues as VP of Corporate Strategy .
Arrangements and related parties: No arrangements or understandings, no family relationships with directors/executives, and no related‑party transaction interests disclosed upon his appointment .
As Interim CFO and Principal Financial/Accounting Officer, he signed the Q3 2025 Section 302 and 906 certifications and the 10‑Q signature page .
Company‑level policies relevant to executive employment:
- Compensation Committee independence; use of FW Cook as independent advisor in FY2024 .
- Compensation recovery (clawback) policy aligned with Nasdaq listing standards—recoup incentive compensation upon restatements regardless of misconduct .

Risk Indicators & Context

Going concern: Management projects existing cash and available assets will not be sufficient to fund operations for the next 12 months; a Controlled Equity Offering and refinancing plans are part of mitigation .
Material weaknesses: IT general controls around the ERP (privileged access and monitoring) were deficient; remediation actions are underway but controls were not yet effective as of Q3 2025 .
Liquidity and financing: CEO Yang Wu extended a convertible loan (initial $12m + delayed draw $13m) with conversion rights ($1 principal converts into 2 shares); maturity extended to May 28, 2026 .

Investment Implications

Pay‑for‑performance transparency for Worthen is limited: there is no disclosure of his base pay, bonus targets, or equity grants; this constrains alignment analysis and complicates modeling of vesting‑driven selling pressure .
Execution risk elevated: Worthen is operating amid a going‑concern warning and unresolved ITGC material weaknesses; while Q3 2025 YTD operating cash flow was positive and backlog is sizable, remediation and financing execution are critical .
Trading signals muted for Worthen specifically: with no available Form 4s retrieved and anti‑hedging/anti‑pledging prohibitions in place, we lack evidence of near‑term insider selling pressure tied to his holdings; monitor future Form 4s and proxy updates for granularity on his awards and ownership .
Governance footing: Independent Compensation Committee and a clawback framework are positives; however, reliance on insider financing (CEO convertible loan) and board concentration underscore governance and capital structure risks investors should discount appropriately .