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Christopher J. Robison

Lead Independent Director at PERPETUA RESOURCES
Board

About Christopher J. Robison

Independent director since December 4, 2020; age 67; serves as Lead Independent Director and chairs both the Compensation Committee and Technical Committee, also a member of the Corporate Governance & Nominating Committee. Former COO and EVP at Newmont, with 40+ years in mining across six commodities and five continents; B.Sc. in metallurgical engineering (University of Nevada, Mackay School of Mines), plus business leadership programs at London School of Business and safety leadership training by DuPont .

Past Roles

OrganizationRoleTenureCommittees / Impact
Newmont Mining CorporationExecutive Vice President & Chief Operating Officer2013–2016Oversaw 12 gold/copper operations; US$7.4B revenue in 2014; pipeline of 22 projects; injury rates lowered >50%; significant cost reductions
Rio Tinto MineralsChief Operating Officer & VP OperationsSix yearsSenior operations leadership across minerals portfolio
U.S. Borax Inc.Chief Operations OfficerFive yearsSenior operations leadership in borates
Kennecott Utah CopperVP & GM, Mining & ConcentratingFour yearsSite-level operational leadership
Detour Gold Corp.Director; Technical Committee Chair; member Audit, SG&A, Special2018–2020Led step-change in safety, productivity, cost management

External Roles

OrganizationRoleStatusNotes
Other current public company boardsN/ACurrentNone disclosed
Detour Gold Corp.DirectorPrior2018–2020; Technical Chair; committee service (Audit, SG&A, Special)

Board Governance

  • Roles: Lead Independent Director; Chair—Compensation; Chair—Technical; Member—Corporate Governance & Nominating .
  • Independence: Board determined Robison is independent under SEC, Nasdaq, and Canadian rules .
  • Executive sessions: Independent directors meet in executive session; Chair presides and liaises with management .
  • Tenure: Director since December 4, 2020 .
Governance MetricValue
2024 Board attendanceBoard 6/6; Compensation 5/5; Corporate Governance & Nominating 3/4; Technical 5/5; Total meetings 19; 95% attendance
2025 AGM director voteFor 42,005,377; Against 230,351; Abstain 17,542; Broker non-votes 6,135,478
Vote support (press release)99.41% For; 0.55% Against; 0.04% Abstained
Majority Voting PolicyPlurality-plus; directors with more “withhold” than “for” must tender resignation
Committees chaired by RobisonCompensation; Technical

Fixed Compensation

Component (2024)Amount (USD)Notes
Annual cash retainer$22,080Non-executive director base retainer
Lead Independent Director retainer$9,200Additional annual cash retainer
Committee Chair—Compensation$4,025Annual chair fee
Committee Chair—Technical$4,025Annual chair fee
Committee member fees (per committee)$2,875Annual member retainer (Audit, CG&N, Compensation, Technical)
2024 fees earned (cash/DSUs)$42,205Robison elected DSUs for retainers
2024 stock awards (DSUs)$27,600One-time 9,139 DSUs recognition grant; 100% vested at grant; payable at separation
Options granted in 2024$0No director options granted in 2024
Total 2024 director compensation$69,805Sum of fees and stock awards
Director ownership guidelines3x annual cash retainer; compliance required within 5 years; DSUs count
Guideline compliance statusMetAll directors had reached minimum by 12/31/2024

Performance Compensation

Performance-Linked ElementMetric(s)Structure / Vesting
Director DSUsNone disclosedDSUs for directors vest 100% at grant; payable upon separation; not tied to performance metrics

The company does not disclose performance-based metrics for director compensation; options were not granted to directors in 2024 .

Other Directorships & Interlocks

ItemDetail
Paulson Investor Rights AgreementPaulson may designate two nominees; current designees are Marcelo Kim (Chair) and Andrew Cole; Robison is not a Paulson designee
Conflicts frameworkCode of Conduct; directors with material interests must abstain; whistleblower program in place

Expertise & Qualifications

  • 40+ years in mining operations, project development, metallurgy, M&A, and regulatory matters; extensive safety and environmental management experience .
  • Education: B.Sc. Metallurgical Engineering (University of Nevada, Mackay School of Mines); business leadership programs (London School of Business); safety leadership (DuPont) .
  • Classified as independent; leads risk oversight via Technical Committee and pay governance via Compensation Committee .

Equity Ownership

ComponentQuantityDetail
Total beneficial ownership166,068Aggregate reported as of March 21, 2025
Common shares (trust)70,000Christopher & Mary Robison Revocable Trust; Robison holds voting/investment powers
Options—exercisable29,5007,375 each from 2021–2024 grants; exercisable
DSUs (vested; payable at separation)66,568Fully vested deferred share units
Ownership % of class<1%Based on 71,262,344 shares outstanding
Hedging/PledgingHedging prohibited without CG&N approval (Insider Trading Policy); no pledging disclosed

Governance Assessment

  • Strengths: Strong shareholder support (99.41% “For” in 2025), high attendance (95%), independent status, leadership as Lead Independent Director and dual committee chair, and robust ownership alignment via DSUs and director ownership guidelines; presence of majority voting and clawback policies supports investor confidence .
  • Watch items: Concentrated shareholder influence (Paulson 34.8% beneficial ownership) warrants ongoing monitoring of independence dynamics, though Robison is not a Paulson designee; continued transparency on any related-party transactions remains important .

No director-specific legal penalties, sanctions, or bankruptcies are noted for proposed directors; independence and conflict management practices are explicitly codified .