Scott Honan
About Scott Honan
Scott Honan (age 54) is Chief Operating Officer of NioCorp Developments Ltd. and President of Elk Creek Resources Corporation. He joined NioCorp in May 2014 as VP, Business Development and has served as COO since July 2020. He holds a B.Sc. (Honors) in Mineral Processing and an M.Sc. in Environmental Management from Queen’s University, and previously held leadership roles at Molycorp from 2001 to 2014, including General Manager and VP/Director of Health, Environment, Safety & Sustainability . NioCorp reported cumulative TSR equivalents of $53.30 (FY2022), $36.84 (FY2023), and $12.72 (FY2024) for a $100 initial investment alongside net losses of $(10,887)k, $(40,080)k, and $(11,435)k, respectively; the company states it is not yet production stage and had no revenue during these periods .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| NioCorp Developments Ltd. | Vice President, Business Development | 2014–2020 | Built commercial groundwork for Elk Creek Project; advanced business development initiatives . |
| NioCorp Developments Ltd. | Chief Operating Officer | 2020–present | Leads project execution and operations; oversees Elk Creek development . |
| Molycorp, Inc. | General Manager; Environmental Manager | 2011–2014 | Ran site operations; managed environmental performance during restart/operations of rare earth assets . |
| Molycorp, Inc. | VP/Director Health, Environment, Safety & Sustainability | Prior to 2011–2014 | Led HESS&S programs, regulatory compliance and sustainability initiatives . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Elk Creek Resources Corporation (NioCorp subsidiary) | President | Current | Direct leadership of subsidiary developing Elk Creek Project . |
Fixed Compensation
| Metric (USD) | FY2023 | FY2024 |
|---|---|---|
| Base Salary | $265,000 | $280,000 |
| Target Bonus % | Not disclosed | Not disclosed |
| Actual Cash Bonus Paid | $50,000 | $0 |
Performance Compensation
- NioCorp currently uses primarily stock options for incentives; there are no fixed performance metrics or formal benchmarks, and awards/amounts are determined via Compensation Committee judgment. FY2024 options granted were fully vested at grant and generally exercisable for five years, reflecting retention/incentive emphasis rather than KPI-linked PSUs/RSUs .
| Incentive Type | Metric(s) | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Stock Options (2017 Amended LTIP) | None specified (subjective evaluation) | N/A | N/A | N/A | Options granted per role/Committee discretion | Fully vested at grant for 2024 awards; 5-year exercise term |
Option Grants and Vesting Detail (Scott Honan)
| Grant Date | Options (#) | Exercise Price | Expiration | Vesting |
|---|---|---|---|---|
| 12/17/2021 | 30,000 | $9.94 (C$ ref.) | 12/17/2024 | Vested/exercisable at FY2024 YE |
| 03/27/2023 | 40,000 | $6.95 | 03/27/2026 | Vested at grant |
| 02/15/2024 | 250,000 | $2.99 | 02/15/2029 | Fully vested at grant |
| 12/23/2024 | 100,000 | $1.40 | 5-year term (grant footnote) | Fully vested at grant |
| 08/18/2025 | 250,000 | $4.35 | 08/19/2030 | 34% vested at grant; balance vests in equal annual installments until 08/18/2027 |
Equity Ownership & Alignment
| Ownership (as of Jan 30, 2025) | Amount |
|---|---|
| Common Shares Owned | 55,762 |
| Percent of Common Shares Outstanding | 1.00% |
| Vested Options (aggregate) | 390,000 (40k at $6.95; 250k at $2.99; 100k at $1.40) |
| Warrants Held | None disclosed for Honan |
- Insider trading policy prohibits hedging and speculative transactions (short-selling, puts/calls, margin) for employees, officers and directors; policy applies to compensation-related and held securities .
- Options are generally subject to clawback provisions under award terms/plan .
Employment Terms
| Term | Detail |
|---|---|
| Employment Agreement | Effective with business combination closing (entered 09/25/2022; effective 03/17/2023 through Closing; with U.S. affiliate) . |
| Current Role | COO of NioCorp; President of U.S. Affiliate (Elk Creek Resources Corp.) . |
| Base Salary | Initial $260,000; increased to $280,000 in FY2023; continues subject to annual review . |
| Bonus/Long-Term Incentives | Eligible to participate in annual cash bonus and LTIP; options granted under 2017 Amended LTIP . |
| Severance (Without Cause) | 12 months salary continuation plus accrued obligations (outside CIC window) . |
| Change-in-Control Termination | Lump sum equal to 2x annual base salary plus accrued obligations; requires release . |
| Restrictive Covenants | Non-compete and non-solicit during employment and for 1 year post-termination; 2 years following CIC termination . |
| Clawback/Exercise | Options generally include clawback features and post-employment exercise periods per plan/award terms . |
Investment Implications
- Pay-for-performance alignment: Incentive mix relies on stock options that were fully vested at grant in 2024, with awards determined subjectively and not tied to explicit financial/operational KPIs, RSUs, PSUs, or TSR hurdles. This design emphasizes retention/tenure but provides limited direct linkage to revenue/EBITDA outcomes given exploration-stage status .
- Vesting and potential selling pressure: Large pools of vested, in-the-money options (390k vested as of 1/30/25) and a 2025 grant with time-based vesting increase the potential supply of exercisable shares; Form 4 filings show grants but do not disclose sales in the retrieved records (Feb 15, 2024 grant of 250k options; Aug 18, 2025 grant of 250k options with partial immediate vesting) .
- Ownership and alignment: Direct ownership is modest at ~1% of outstanding shares; no pledging is disclosed, and insider hedging/speculative transactions are prohibited by policy, which reduces misalignment risks from derivatives or shorting .
- Retention and change-of-control economics: Severance of 12 months base salary and 2x base salary upon CIC termination (plus extended non-compete duration) provide retention and transition protections; options include clawback/post-termination provisions, tempering adverse incentives .
- Governance/compensation oversight: Compensation Committee comprised of independent directors and uses outside consultants (Insperity, Bedford) to gauge competitiveness, but retains discretionary, simple program design appropriate for current stage; no formal performance benchmarks are used .
Overall: As NioCorp advances toward potential production, monitoring future shifts toward performance-conditioned equity (e.g., PSUs with TSR/operational targets) and tracking any insider exercises/sales will be important to assess evolving alignment and potential trading signals. Current structure indicates retention emphasis with immediate-vest options and limited KPI linkage given the exploration-stage profile .