Michael Turner
Riot PlatformsAbout Michael Turner
Michael Turner (age 52) is an independent director of Riot Platforms, appointed in February 2025. He chairs the Audit Committee and serves on the Compensation and Governance committees. Turner previously led real asset investment and capital allocation at Oxford Properties and OMERS, holds a BA (UBC), Master of Planning (Queen’s), Master of Finance (University of Toronto), and is a CFA charter holder .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Oxford Properties Group | President; EVP & Country Head; earlier roles | President: Apr 2018–Apr 2023; EVP & Country Head: Apr 2016–Mar 2018; other roles: May 2010–Apr 2016 | Led global real estate investing, asset management, business building; capital allocation and operational excellence |
| OMERS (Ontario Municipal Employees Retirement System) | Global Head of Real Estate | Apr 2018–Apr 2023 | Oversaw global real estate strategy for one of Canada’s largest defined-benefit plans |
| CBRE Group, Inc. | EVP, Investments | 2008–2010 | Senior investment leadership at global real estate services firm |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Lineage Holdings | Director | Since Sep 2020 | Global logistics; current board service |
| M7 Real Estate (UK) | Director | Jan 2021–Mar 2023 | Investment management; prior board service |
| R-LABS Canada, Inc. | Director | Aug 2018–Mar 2022 | Real estate venture builder; prior board service |
| Honest Buildings | Director | Aug 2018–Aug 2019 | Capital planning/project management; prior board service |
| Public company board service (count) | — | — | 1 current public company board per proxy summary |
Board Governance
- Independence: Board determined Michael Turner is independent under Nasdaq and SEC rules; committees are composed solely of independent directors .
- Committee assignments: Audit (Chair), Compensation, Governance ; Audit Committee members: Turner (Chair), D’Ambrosio, Leverton, Mouton; Turner designated an “audit committee financial expert” .
- Attendance: Riot reported 100% attendance at Board and committee meetings in 2024 by directors then serving; Audit held 6 meetings, Compensation 9, Governance 2; executive sessions of independent directors were also 100% attended during term .
- Lead Independent Director: Lance D’Ambrosio .
Fixed Compensation
| Component | Amount/Policy | Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Non-employee director retainer |
| Board Chair fee | $20,000 | Annual cash Board Chair fee (applies to Board Chair, not committee chairs) |
| Equity grants | Annual RSAs/RSUs, vest quarterly | Granted at annual meeting; mid-year appointees receive pro-rated grants |
2024 actuals (pre-appointment): Turner had no 2024 director fees; equity for 2024 shows 0 as he was appointed in Feb-2025 .
Performance Compensation
- Directors do not receive performance-based cash bonuses; equity grants for directors are time-based (RSAs/RSUs) vesting quarterly. No director options outstanding as of Dec 31, 2024 .
- Performance metric table for directors: Not applicable; no director PSU/PRSA programs disclosed.
Other Directorships & Interlocks
- Current and prior corporate boards listed above; Compensation Committee reported no interlocks or insider participation in 2024 .
- Familial relationships: None among directors and officers; no adverse legal proceedings noted for directors .
Expertise & Qualifications
- Financial expert: Audit committee financial expert designation; extensive finance and accounting track-record .
- Data center/energy and global business experience reflected in Board skills matrix .
- Education: BA (UBC), Master of Planning (Queen’s), Master of Finance (U of Toronto); CFA charter holder .
Equity Ownership
| Holder | Shares held directly | Unvested RSAs | Total beneficial shares | Notes |
|---|---|---|---|---|
| Michael Turner | 6,000 | 6,000 | 12,000 | Beneficial ownership below 1% of shares outstanding; unvested RSAs carry voting rights if vest within 60 days |
Governance Assessment
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Strengths:
- Independent director with audit chair role and financial expert designation, enhancing financial oversight and internal control rigor .
- Multi-committee participation (Audit Chair; Compensation; Governance) increases cross-functional oversight .
- Strong guardrails: Clawback policy adopted Oct 2, 2023; insider trading policy restricts hedging/short sales; pledging allowed only within strict 25% collateral cap, and no directors/NEOs have pledged shares; director stock ownership guidelines set at 3x cash retainer within five years .
- Board-wide engagement: 2024 meeting intensity (Audit 6, Comp 9, Gov 2) and reported 100% attendance by then-serving directors indicate robust oversight culture .
- Shareholder alignment: 2024 say-on-pay support ~90.9% and ongoing responsiveness to investor feedback on compensation structure .
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Potential conflict checks / red flags:
- Related party transactions: None involving Turner disclosed; Compensation Committee interlocks: none; no legal proceedings adverse to Riot involving directors .
- Hedging/pledging: Policy restricts; none reported among directors/NEOs, reducing alignment risk .
- Board structure: Classified board; Board endorses stockholder proposal to declassify and plans phased declassification by/with the 2026 meeting, a positive governance signal .
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Implications for investor confidence:
- Turner’s audit leadership and CFA credential materially strengthen financial reporting oversight, especially critical amid Riot’s complex Bitcoin treasury and convertible notes; combined with robust clawback and insider controls, this supports governance quality .
- No disclosed conflicts or related-party exposures involving Turner, and low beneficial ownership concentration mitigate governance risk .