David C. Beling
About David C. Beling
Registered Professional Mining Engineer with six decades of project and corporate leadership across metals and mining; NioCorp director since 2011 and currently an independent director serving on key committees. As of October 15, 2021, he was 80 years old; recent proxies emphasize his technical depth and extensive mine/plant review record rather than formal degrees. He has examined or directly engaged with 90 underground mines, 136 open pits, and 174 process plants; he also owns and leads D.C. Beling & Assoc., LLC, a mining advisory firm .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bullfrog Gold Corp. | President, CEO, Director | 2011–Oct 2020 | Led exploration/development strategy; executive leadership in junior mining |
| Geovic Mining Corp. | EVP & COO | 2004–2010 | Operated and advanced mining projects; operational leadership |
| D.C. Beling & Assoc., LLC | Owner (strategic advisory) | Ongoing | Provides strategic advisory, project and corporate development to mining industry |
| Animas Resources Ltd. (TSX-V) | Director | Jun 2012–Apr 2014 | Board service at junior mining company |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Various mining companies (14 total since 1981) | Director | Since 1981 | Broad governance exposure across mining boards |
| Animas Resources Ltd. | Director | Jun 2012–Apr 2014 | Disclosed prior public board role |
Board Governance
- Independence and committee work:
- Independent director; Compensation Committee comprises independent directors including Beling (Chair: Michael J. Morris) .
- Safety & Sustainability Committee member (Chair: Peter Oliver; members include Mark A. Smith and Beling) .
- Compensation Committee interlocks:
- During FY 2024, no interlocks or Item 404 related-party relationships among committee members; none were officers/employees; no reciprocal executive-board ties disclosed .
- Attendance and engagement (FY 2024):
- Full Board: 6 of 6; Compensation Committee: 2 of 2; Safety & Sustainability: 1 of 1; no Audit/Nominating assignments .
| Meeting Type (FY 2024) | Total Meetings | Beling Attendance |
|---|---|---|
| Full Board | 6 | 6 |
| Audit Committee | 8 | N/A |
| Safety & Sustainability Committee | 1 | 1 |
| Compensation Committee | 2 | 2 |
| Nominating Committee | 1 | N/A |
Fixed Compensation
| Component (FY 2024) | Amount (USD) |
|---|---|
| Annual Board retainer (cash) | $0 |
| Committee membership fees | $0 |
| Committee chair fees | $0 |
| Meeting fees | $0 |
For FY 2024, directors did not receive cash fees; director pay determined annually on a discretionary basis by the Compensation Committee .
Performance Compensation
| Award Type | Grant Date | Shares/Units | Exercise Price | Fair Value (USD) | Vesting | Term |
|---|---|---|---|---|---|---|
| Stock Options (Director) | FY 2024 (committee disclosure) | 50,000 | $2.99/share | $85,500 | Fully vested at grant | Generally exercisable up to 3 years post-grant |
| Stock Options | Mar 27, 2023 | 40,000 | $6.95/share | N/A | Vested (beneficial ownership) | 3-year term |
| Stock Options | Feb 15, 2024 | 50,000 | $2.99/share | N/A | Vested (beneficial ownership) | 5-year term |
| Stock Options | Dec 23, 2024 | 50,000 | $1.40/share | N/A | Vested (beneficial ownership) | 5-year term |
- Director option grants are discretionary; FY 2024 director options were fully vested on grant, generally with a 3-year post-grant exercise window, though specific grants in 2024 to Beling are disclosed with 5-year terms in beneficial ownership detail .
- The Compensation Committee may delegate certain grant authorities under equity plans per charter; all members are independent .
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards | Not specifically listed beyond NioCorp; Beling notes service on 14 mining company boards since 1981 |
| Committee interlocks (FY 2024) | None; no Item 404 relationships and no reciprocal compensation-committee service by NB executives elsewhere |
Expertise & Qualifications
- Registered Professional Mining Engineer; 60 years of project/corporate experience .
- Extensive operational due diligence: 90 underground mines, 136 open pits, 174 process plants across metals, energy, industrial minerals .
- Senior executive roles at Bullfrog Gold (CEO) and Geovic Mining (EVP/COO); extensive advisory via D.C. Beling & Assoc., LLC .
Equity Ownership
| Metric | Oct 18, 2018 | Sep 12, 2019 | Sep 18, 2020 | Oct 15, 2021 | Oct 20, 2022 | Jan 30, 2025 |
|---|---|---|---|---|---|---|
| Beneficial Common Shares | 350,000 (Beling Family Trust) | 350,000 (Beling Family Trust) | 350,000 (Beling Family Trust) | 491,025 (Beling Family Trust) | 589,255 (Beling Family Trust) | 72,013 |
| Vested Options (beneficial) | 800,000 | 950,000 | 1,350,000 | 1,050,000 | 1,025,000 | 140,000 (40k@$6.95; 50k@$2.99; 50k@$1.40) |
| Options outstanding at FY-end | — | — | — | — | — | 117,500 (FY 2024) |
Insider policy prohibits hedging/speculative transactions (shorts, derivatives) by directors and employees; pledge policies are not specifically disclosed in the cited sections .
Governance Assessment
- Independence and board effectiveness: Beling is independent and serves on the Compensation Committee, which is fully independent; FY 2024 attendance was perfect for Board and his assigned committees, supporting strong engagement .
- Pay structure and alignment: Director compensation was entirely equity (options) with no cash retainer or meeting fees in FY 2024; while equity-centric pay can align incentives, immediate vesting on grant reduces vesting-based retention and may concentrate realizable value in near-term stock moves .
- Ownership signals: Beneficial share count decreased materially by Jan 30, 2025 versus prior years, while vested option positions reflect recent grants at varying strikes/terms; this mix suggests alignment via options but limited direct-share exposure as of latest disclosure .
- Conflicts and red flags: The proxy explicitly states no Item 404 related-party relationships or compensation committee interlocks; no hedging allowed per policy. RED FLAGS to monitor include immediate vesting of director options and the absence of disclosed director stock ownership guidelines, which may limit formal skin-in-the-game requirements .
No say-on-pay outcome percentages for directors were disclosed in the cited documents; the company conducts annual advisory votes on executive compensation and highlights pay-for-performance philosophy generally, not director-specific metrics .