Jonathan Gibbs
Riot PlatformsAbout Jonathan Gibbs
Jonathan Gibbs serves as Chief Data Center Officer (CDCO) at Riot Platforms, appointed in June 2025 to lead the build-out and operations of Riot’s enterprise-grade data center platform targeting hyperscale and AI/HPC tenants . He brings 15+ years of global data center leadership, with more than 1 GW of completed capacity and $17B of infrastructure investment experience; prior roles include EVP of Product Delivery (Americas) at Prime Data Centers, with a B.S. in Electrical Engineering from San Diego State University focused on mission-critical power systems . He filed initial insider forms in June 2025 and received a significant restricted stock grant with a defined vesting schedule, aligning his incentives to Riot’s multi-year data center transition .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Prime Data Centers | EVP of Product Delivery, Americas | — | Led design, development, and construction for U.S. data center projects across hyperscale and enterprise tenants . |
| iMasons; Arco Murray; Server Farm; Faith Technologies; TÜV Rheinland North America | Leadership roles (various) | — | Cross-functional leadership across design, construction, procurement, sales engineering, ESG/EHS, and critical operations; portfolio spanning NA, Europe, Asia and >$17B investment, >1 GW capacity delivered . |
External Roles
Skip—no public company directorships or committee roles disclosed for Gibbs .
Fixed Compensation
Skip—base salary and cash compensation for the CDCO were not disclosed in filed materials reviewed .
Performance Compensation
Riot’s executive programs emphasize pay-for-performance via an Annual Incentive Plan (AIP) and long-term equity (LTIP). While Gibbs’ specific AIP/LTIP targets are not disclosed, company-wide structures and metrics are below.
| Metric | Weighting | Target Design | 2024 Outcome Basis | Payout Component |
|---|---|---|---|---|
| Adjusted EBITDA (peer-relative) | 30% | Riot vs. AIP peer group | Riot ranked 1st quartile among mining peers; quantitative subtotal included 60% payout component . | |
| Bitcoin Production (peer-relative) | 25% | Riot vs. AIP peer group | Riot ranked 1st quartile; 45% payout component . | |
| Direct Cost per Bitcoin (peer-relative) | 25% | Riot vs. AIP peer group | Riot ranked 2nd quartile; 25% payout component . | |
| Strategic/Discretionary | 20% | Liquidity, control remediation, operational efficiency | Added 30% payout component due to qualitative achievements . |
Total AIP payout for 2024 certified at 165% of target (135% quantitative + 30% discretionary) for eligible executives . LTIP performance awards vest on a single three-year performance test of relative TSR vs. Russell 3000, with tiered vesting from 0% to 200% of target; service-based awards vest over three annual tranches (50/50 mix of performance/service awards in 2024 program) .
Equity Ownership & Alignment
| Date | Award Type | Shares | Vesting Schedule | Status/Notes |
|---|---|---|---|---|
| Jun 10, 2025 | Restricted Stock (RSA) | 583,430 | Four tranches: Dec 1, 2025; Jun 1, 2026; Dec 1, 2026; Jun 1, 2027; contingent on continued service | Granted under the 2019 Equity Incentive Plan; subject to forfeiture until vested . |
| Jun 11, 2025 | Form 3 filed | — | — | Initial statement of beneficial ownership as CDCO . |
- Stock ownership guidelines apply to executive officers at Riot (salary multiples by role), but compliance status for Gibbs is not disclosed. Riot sets ownership guidelines and prohibits hedging; pledging is permitted only if the loan/investment amount collateralized does not exceed 25% of the value of pledged Riot securities, with preclearance required .
Employment Terms
Company-wide executive policies provide context for CDCO economics; Gibbs-specific contract terms were not disclosed.
| Provision | Policy Detail |
|---|---|
| Severance framework | Double-trigger change-in-control severance; “no cause” or “good reason” within the CIC period provides 12 months of salary plus salary through end of employment term; death/disability 6 months; standard “without cause/with good reason” lesser of 12 months or remainder of term (CEO/Chair and EVPs illustrated) . |
| Equity vesting on termination | Accelerated vesting of outstanding service-based and performance-based awards upon qualifying termination under CIC policy . |
| Clawback policy | Compliant with SEC/Nasdaq (effective Oct 2, 2023): recovery of erroneously awarded incentive compensation after restatement; operates in addition to SOX/Dodd-Frank rights . |
| Insider trading/hedging/pledging | Hedging discouraged and requires preclearance; pledging allowed only up to 25% of total value of pledged Riot securities; margin accounts and option trading restricted; trades by insiders must be precleared . |
Performance & Track Record
Riot’s financial trajectory across 2024 and Gibbs’ early tenure in 2025 provides context on value creation capacity supporting the data center build-out.
| Metric | FY 2024 | Q2 2025 | Q3 2025 |
|---|---|---|---|
| Revenue ($USD Millions) | 376.7 | 153.0 | 180.2 |
| Net Income ($USD Millions) | 109.4 | 219.5 | 104.5 |
| Adjusted EBITDA ($USD Millions) | — | 495.3 | 197.2 |
- Strategic pivot: Gibbs was hired to lead Riot’s non-bitcoin data center platform as the company advances campus design, basis-of-design standards, and begins core & shell development at Corsicana (first two buildings totaling 112 MW critical IT capacity) .
- Market-facing credentials: Riot’s presentations and 8-K materials emphasize Gibbs’ >1 GW delivery track record, cross-functional leadership, and tenant engagement capabilities (hyperscalers/neoclouds/enterprise), directly relevant to leasing and execution risk in the build program .
Board Governance, Say-on-Pay & Peer Benchmarking (Company Context)
- 2025 Say-on-Pay failed to receive shareholder approval (For: 40.8M; Against: 88.5M; Abstain: 0.65M; broker non-votes: 83.1M), indicating investor pressure on compensation alignment and disclosure; Say-on-Frequency supported annual votes .
- Compensation Committee uses external consultants (Compensia) and peer groups for benchmarking; executive programs balance cash and equity with high “at-risk” pay and multi-year TSR-based awards .
Risk Indicators & Red Flags (What to watch)
- Shareholder scrutiny: 2025 Say-on-Pay failure elevates pressure on design, disclosure, and outcomes of executive pay, including for newly hired leaders like Gibbs as awards settle and AIP/LTIP payouts crystallize .
- Execution risk: Data center development requires securing high-quality tenants and managing power interconnection timelines (ERCOT energization lead times ~4+ years for large loads), driving potential delays and phasing risks .
- Equity overhang/insider dynamics: Gibbs’ initial RSA grant vests through mid-2027, creating scheduled settlement windows; no insider sales were identified in reviewed filings, but monitoring Form 4 activity remains key for assessing selling pressure .
Investment Implications
- Incentive alignment: Gibbs’ multi-tranche RSA grant and Riot’s TSR-based LTIP design tie leadership rewards to multi-year execution and share price performance, aligning with the data center pivot’s value-creation timeline .
- Retention and payout visibility: AIP and LTIP structures (peer-relative metrics and TSR hurdles) plus double-trigger CIC protections support retention through key development milestones; however, the 2025 Say-on-Pay outcome signals investors will scrutinize award sizes, vesting outcomes, and disclosure rigor—especially as the Corsicana program advances and awards vest .
- Trading signals: Monitor tenant lease announcements, progress milestones (core & shell, power transformers, campus design), and subsequent Form 4 filings around scheduled vesting dates (Dec 2025, Jun/Dec 2026, Jun 2027) for potential selling pressure or amended grants as execution risk resolves .