William Hazelip
Soluna HoldingsAbout William Hazelip
Independent director since February 2021; age 46. Senior Vice President at National Grid since April 2022, previously Vice President (2015–Mar 2022), President Global Transmission (US) (2017–2019), and President of Strategic Growth for National Grid Ventures since August 2019. Education: B.A., Emory University; I.M.B.A., Darla Moore School of Business (University of South Carolina). The Board identifies his utility project development, financing, regulation, and operations expertise as directly relevant to Soluna’s energy-related operations.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| National Grid PLC | Senior Vice President | Apr 2022–present | Leads strategic growth in transmission/storage/renewables; prior VP (2015–Mar 2022), President Global Transmission (US) (2017–2019) |
| National Grid Ventures | President, Strategic Growth | Aug 2019–present | New business in transmission, storage, renewables |
| Duke Energy Corporation | Managing Director, Business Development | Prior to National Grid | Led acquisition initiatives; industry M&A experience |
| Path 15 Transmission, LLC | President | Prior to National Grid | Led acquisition for Duke Energy; independent transmission company leadership |
| CWL Investments, LLC | Area Director | Early career | Multi-unit franchise operations (Jimmy John’s) |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Millennium Pipeline Corporation | Director | Current | Natural gas pipeline governance |
| New York Transco | Vice-Chairman | Current | Electric transmission governance |
| Community Offshore Wind (RWE + National Grid JV) | Director | Current | Offshore wind JV governance |
Board Governance
- Independence: Board determined Hazelip is independent under Nasdaq rules.
- Committee assignments:
- Compensation Committee (member)
- Nominating & Corporate Governance Committee (member)
- Chair roles: None disclosed for Hazelip.
- Attendance: Board met 26 times in 2024; each director attended at least 75% of combined Board and committee meetings.
- Executive sessions: Outside directors meet periodically without management.
- Lead Independent Director: William P. Phelan (not Hazelip).
Fixed Compensation
| Year | Component | Amount (USD) |
|---|---|---|
| 2024 | Annual cash retainer | $20,000 |
| Policy (effective 5/15/2023; unchanged for FY2024) | Chair fees – Audit or Compensation | $15,000 per chair (Hazelip not a chair) |
| Policy | Lead Independent Director fee | $10,000 (not applicable to Hazelip) |
| Policy | Executive Committee member fee | $15,000 per member (Hazelip not a member) |
Performance Compensation
| Grant Date (2024) | Instrument | Quantity |
|---|---|---|
| Apr 15, 2024 | Restricted stock awards (common) | 35,294 |
| Apr 15, 2024 | Restricted Series A preferred stock awards | 26,489 |
| Jun 1, 2024 | Restricted stock awards (common) | 5,114 |
| Sep 1, 2024 | Restricted stock awards (common) | 39,260 |
| Dec 1, 2024 | Restricted stock awards (common) | 36,805 |
| Year | Equity Grants (Aggregate Grant-Date Fair Value) | Notes (holdings/vesting) |
|---|---|---|
| 2024 | $413,537 | As of 12/31/2024, held 894 RSUs, 116,473 restricted stock awards, and 26,489 restricted Series A preferred stock awards. |
| 2025 (ownership footnote) | N/A | Includes 290,124 restricted stock awards that vest 100% upon separation from the Company (single-trigger). |
No director-specific performance metrics (e.g., TSR, revenue/EBITDA targets) are disclosed for Hazelip’s director equity; awards appear time- or service-based.
Other Directorships & Interlocks
| Company/Entity | Public/Private | Potential Interlock Risk |
|---|---|---|
| Millennium Pipeline Corporation | Private/Infrastructure | Gas pipeline governance; potential energy market insight, low direct conflict with SLNH’s crypto/renewable operations |
| New York Transco | Private/Transmission | Transmission governance; proximity to energy infrastructure decisions, but no SLNH related-party linkage disclosed |
| Community Offshore Wind (RWE + National Grid JV) | JV | Renewable JV governance; sector overlap with SLNH clean energy adjacency but no transactions disclosed |
Expertise & Qualifications
- Utility infrastructure development, regulation, and financing; senior leadership at National Grid and transmission entities.
- Business development and acquisition execution at Duke Energy and Path 15 Transmission.
- Education: B.A. (Emory), I.M.B.A. (University of South Carolina).
Equity Ownership
| As-of Date | Shares Beneficially Owned | Percent of Class | Key Footnote Details |
|---|---|---|---|
| Jun 30, 2025 | 191,705 | 1.0% | Includes 190,445 restricted stock awards that vest 100% upon separation (single-trigger). |
| Sep 29, 2025 | 291,484 | Less than 1% | Includes 290,124 restricted stock awards that vest 100% upon separation (single-trigger). |
Options: Hazelip held no stock options outstanding as of 12/31/2024.
Governance Assessment
- Strengths: Independent director with deep energy infrastructure expertise; serves on Compensation and Nominating & Corporate Governance Committees, supporting board effectiveness and oversight. Attendance met ≥75% threshold; Board maintains executive sessions, enhancing independent oversight.
- Alignment: Director pay is modest in cash ($20,000) with substantial equity-based awards ($413,537 grant-date value in 2024), which can support alignment with shareholders. Anti-hedging policy in place for directors, officers, employees; clawback policy applies to executive incentive compensation.
- Risks/Red Flags:
- Single-trigger vesting upon separation for Hazelip’s restricted stock (and several directors) may weaken long-term alignment and appear shareholder-unfriendly if departures accelerate vesting without performance conditions.
- Heavy reliance on equity grants to directors increases dilution sensitivity; Board proposals to increase authorized shares (and reverse split flexibility) highlight capital structure risk and potential future dilution, though these are broader board matters rather than Hazelip-specific.
- No related-party transactions disclosed involving Hazelip; notable related-party transactions involve HEL and Brookstone-affiliated directors, but Hazelip is not cited in those relationships.
- Shareholder Votes: 2025 Annual Meeting approved reverse split authority and auditor ratification; director elections passed (not Hazelip’s class). These votes reflect overall governance support but are not direct confidence signals specific to Hazelip.
Director Compensation (Detail)
| Director | Year | Cash Compensation (USD) | Stock Awards (USD) | Options (USD) | Total (USD) |
|---|---|---|---|---|---|
| William Hazelip | 2024 | $20,000 | $413,537 | $0 | $433,537 |
Board cash fee policy: $20,000 base; $15,000 per Audit/Comp chair; $10,000 Lead Independent Director; $15,000 Executive Committee member; unchanged for FY2024. Hazelip is not a chair, not Lead Independent, and not on Executive Committee.
Related Party Transactions (Conflict Screening)
- The proxy enumerates transactions with HEL and affiliates (including Brookstone-related directors and management). Hazelip is not identified as a participant or beneficiary in these transactions. Company maintains a policy requiring Audit Committee review/approval of related person transactions.
Policy Environment
- Insider trading policy (covers directors); anti-hedging prohibitions (e.g., puts/calls, derivative hedges).
- Clawback policy for executive incentive compensation tied to financial reporting measures (cash and equity).
Summary Implications for Investors
- Hazelip’s utility and transmission background is additive to board oversight of energy-adjacent operations; independence and committee roles support governance quality.
- Watch for single-trigger vesting on separation and continued heavy director equity issuance—both may raise alignment questions if turnover occurs or dilution increases amid capital needs.
- No Hazelip-specific related-party exposure disclosed, reducing conflict risk vs. other board relationships highlighted in the RPT section.