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Peter C. Mitchell

Director at Stabilis Solutions
Board

About Peter C. Mitchell

Peter C. Mitchell, age 69, has served as an independent director of Stabilis Solutions, Inc. (SLNG) since July 26, 2019. He is the Audit Committee Chair, an SEC-designated audit committee financial expert, and a member of the Compensation Committee. Mitchell currently serves as a director and Audit Committee Chair at Northcliff Resources Ltd. and Taseko Mines Limited, and as a director at Bear Creek Mining Corporation. He previously was SVP & CFO of Coeur Mining, Inc. and held executive roles at Taseko Mines Ltd., Vatterott Education Centers, Von Hoffmann Corporation, and Crown Packaging; he holds a B.A. in Economics (Western University), an MBA (University of British Columbia), and is a Chartered Accountant (CPA‑CA) .

Past Roles

OrganizationRoleTenureCommittees/Impact
Coeur Mining, Inc.Senior Vice President & Chief Financial Officer; joined Coeur as CFO in 2013; responsible for IR, FP&A, reporting, IT, tax/compliance; led capital markets and M&A supportJoined 2013; end date not disclosed Led multiple equity and debt financings; M&A execution support
Taseko Mines Ltd.Executive leadership roles in finance/operations (prior role)Not disclosed Operational and financial leadership
Vatterott Education CentersExecutive leadership (prior role)Not disclosed Operations/finance leadership
Von Hoffmann CorporationExecutive leadership (prior role)Not disclosed Operations/finance leadership
Crown Packaging Ltd.Executive leadership (prior role)Not disclosed Operations/finance leadership

External Roles

OrganizationRoleCommittee Assignments
Northcliff Resources Ltd.DirectorAudit Committee Chair
Taseko Mines LimitedDirectorAudit Committee Chair
Bear Creek Mining CorporationDirectorNot disclosed
Northern Dynasty Minerals Ltd.Former DirectorFormer Audit Committee Chair
Montage Gold CorporationFormer DirectorFormer Non‑Executive Chairman

Board Governance

  • Independence: The Board determined Mitchell is independent under NASDAQ standards .
  • Committee roles: Audit Committee Chair; member, Compensation Committee; designated SEC “audit committee financial expert” .
  • Meeting cadence and attendance: Board met 4 times in 2024; Audit Committee met 4 times; Compensation Committee met 2 times. No director attended fewer than 75% of Board and committee meetings in 2024; all directors attended the 2024 annual meeting .
  • Leadership structure: Executive Chairman J. Casey Crenshaw also serves as interim CEO; no Lead Independent Director as of Jan 31, 2025 .
  • Controlled company: SLNG relies on NASDAQ “Controlled Company” exemptions; Compensation and Nominating functions need not be composed solely of independent directors and the Board need not have a majority of independents .
  • Audit Committee charter updated May 2, 2025 (prior charter adopted May 4, 2022) .

Fixed Compensation

YearAnnual Retainer (Cash)Stock AwardsTotal
2023$100,000 $0 $100,000
2024$100,000 $0 $100,000
  • Policy allows the Board to elect to pay 50% of director compensation in common stock with one-year vesting (by Board resolution at the first Board meeting of the year) .
  • No meeting or chair fees are disclosed for independent directors; non‑independent directors receive no separate compensation .

Performance Compensation

ElementStructureNotes
Director equity/option awardsNone disclosed for independent directors in 2023 and 2024No RSUs, PSUs, SARs, or option awards disclosed for Mitchell in 2023–2024
Performance metrics tied to director payNone disclosedN/A for directors; company’s executive AIP uses Adjusted EBITDA and HSE/corporate goals (for NEOs, not directors)

Other Directorships & Interlocks

CompanyTypePotential Interlock with SLNG
Northcliff Resources Ltd.Public miningNone disclosed
Taseko Mines LimitedPublic miningNone disclosed
Bear Creek Mining CorporationPublic miningNone disclosed

Related-party context at SLNG: The Modern Group (50% beneficial ownership by Executive Chairman J. Casey Crenshaw; Board member Stacey B. Crenshaw is his spouse; Board member Ben Broussard is CFO of The Modern Group) leases office space to SLNG ($28k/month from Mar 1, 2025 through Jun 30, 2026) and sold supplies/services ($0.2M in 2024; $0.4M in 2023). SLNG also purchased ~$0.6M (2024) and ~$0.7M (2023) of services from 7.9% shareholder Chart Energy & Chemicals, Inc. . No connection to Mitchell was disclosed.

Expertise & Qualifications

  • Audit/finance expertise: SEC “audit committee financial expert”; extensive CFO experience; capital markets execution (multiple equity/debt financings) .
  • Industry breadth: Precious metals/mining, industrials/packaging, education services; cross‑border U.S./Canada experience .
  • Education/credentials: B.A. Economics (Western University); MBA (University of British Columbia); Chartered Accountant (CPA‑CA) .

Equity Ownership

As‑Of DateBeneficial Ownership (Shares)% of Class
June 14, 202425,000 <1%
June 2, 202525,000 <1%
  • Insider Trading Policy: Prohibits hedging, short sales, and derivatives by directors, officers, employees, agents, and advisors .
  • No disclosure on pledging or director stock ownership guidelines. Section 16 compliance was stated as in order for 2024 .

Insider Trades (Form 4)

Transaction DateForm TypeTypeSharesPricePost-Transaction HoldingsSource
2024-05-154Open-market Purchase3,564$4.139525,000https://www.sec.gov/Archives/edgar/data/1043186/000143774924017422/0001437749-24-017422-index.htm

Data retrieved via insider-trades skill; record indicates “Mitchell Peter C.” (director) purchased 3,564 shares on 2024-05-15 at $4.1395, with 25,000 shares owned after the transaction.

Governance Assessment

  • Strengths

    • Independent Audit Chair and SEC financial expert with deep CFO and capital markets background—appropriate for overseeing related‑party exposures and financial reporting in a controlled company structure .
    • Consistent attendance: Board/committee participation above 75%; full Board attendance at 2024 annual meeting—positive engagement signal .
    • Aligned signal: Open‑market share purchase in May 2024; maintains personal stake (25k shares) [Form 4 link above] .
  • Watch items / RED FLAGS

    • Controlled company governance: No Lead Independent Director; Executive Chairman also interim CEO; Compensation Committee includes the Executive Chairman as Chair—heightened risk of influence over pay and nominations; reliance on NASDAQ exemptions .
    • Related‑party transactions with entities controlled by insiders (office lease and purchases from The Modern Group; purchases from 7.9% shareholder Chart E&C) elevate the importance of robust Audit Committee oversight; no issues disclosed but ongoing monitoring warranted .
    • Director pay mix: 100% cash in 2023–2024 despite policy allowing partial equity; comparatively low equity ownership by independent directors may limit alignment versus best practices .
  • Implications

    • Mitchell’s audit/finance depth and external audit chair roles support board effectiveness and investor confidence in financial oversight, especially amid related‑party transactions. However, the overall board structure (controlled company, no lead independent, exec‑chaired compensation) places greater onus on Mitchell and other independents to safeguard minority shareholder interests .
Key oversight signal: As Audit Chair and financial expert, Mitchell anchors independent oversight in a controlled governance model with related‑party activity—his independence, attendance, and external audit leadership are stabilizing factors that partially offset structural governance risks.