Toni Rinow
Spire GlobalAbout Toni Rinow
Independent Class II director at Spire Global appointed October 13, 2025; serves on the Audit Committee and was affirmatively determined independent under NYSE/SEC rules. She is a seasoned financial executive with prior CFO, COO, and general manager roles, and deep capital markets, M&A, governance, and international expansion experience. Education includes a Ph.D. in Biophysics and Chemistry (Université de Montréal), Chemical Engineering (ERASMUS/European Higher Institute of Chemistry), MBA and Master’s in Accounting (McGill), plus AI training (MIT) and governance/sustainability (Competent Boards). Tenure: appointed to serve until the 2026 annual meeting and until a successor is elected and qualified .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Jubilant DraxImage | Global General Manager | — | Led global operations in nuclear medicine |
| Isologic Radiopharmaceuticals | CFO and COO | — | Senior financial and operational leadership |
| NASDAQ-listed company (not named) | CFO | — | Raised over $100M capital expansion financing; executed strategic acquisitions |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Converge Technology Solutions (TSX: CTS) | Independent Board Director (prior) | — | Audit, nomination, and governance committees |
| Sprout AI | Audit Committee Chair (prior) | — | Chaired audit; governance leadership |
| Chambre des Huissiers de Justice du Québec | Board Director (current) | — | Governance oversight |
| Extraordinary Women on Boards (EWOB) | Member | — | Board leadership network |
Board Governance
- Appointment and independence: Appointed October 13, 2025; Board determined she qualifies as an independent director under NYSE/SEC rules .
- Committee assignment: Audit Committee member (not chair) .
- Term: Class II director until the 2026 annual meeting and until successor qualified .
- Related-party vetting: No arrangements/understandings for selection, and no relationships/related transactions requiring Item 404(a) disclosure .
- Board structure context: Lead Independent Director is William Porteous; all audit, compensation, and nominating/governance committee members must be independent per NYSE; audit committee responsibilities include oversight of financial reporting, internal controls, compliance, related-party approvals, risk assessment, and internal audit .
Fixed Compensation
| Component | Amount/Structure | Notes |
|---|---|---|
| Annual cash retainer | $30,000 | Paid quarterly in arrears |
| Audit Committee member fee | $15,000 | Additional fee for audit committee membership (non-chair) |
| Initial RSU award | 21,517 RSUs | Granted Oct 13, 2025 for initial director grant |
| Initial RSU grant-date fair value policy | $275,000 | Director policy sets initial RSU grants at $275,000 GAAP fair value |
| Annual RSU award (policy) | $175,000 | Granted after each annual meeting; vests in full within one year |
| Equity in lieu of cash retainers (optional) | Allowed | Directors may elect stock/option awards instead of cash |
Performance Compensation
| Award Type | Grant Date | Shares/Units | Vesting Schedule | Performance Metrics | CIC Treatment |
|---|---|---|---|---|---|
| RSU (Initial Award) | 10/13/2025 | 21,517 | Vests in 3 equal installments on 1-, 2-, and 3-year anniversaries, service-based | None disclosed; time-based vesting only | Non-employee director equity accelerates in full on change in control per policy |
No director performance metrics (e.g., revenue, EBITDA, TSR) are tied to director compensation; grants are time-based per the Outside Director Compensation Policy .
Other Directorships & Interlocks
| Company | Sector | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Converge Technology Solutions (TSX: CTS) | IT solutions | Independent Director (prior) | No SPIR-related transactions disclosed |
| Sprout AI | AgTech/AI | Audit Committee Chair (prior) | No SPIR-related transactions disclosed |
| Chambre des Huissiers de Justice du Québec | Professional body | Board Director (current) | No SPIR-related transactions disclosed |
- Conflict screening: Company disclosed no related-party transactions or relationships requiring Item 404(a) reporting for Ms. Rinow .
Expertise & Qualifications
- Capital markets/M&A: Raised >$100M in expansion capital and executed acquisitions as CFO of a NASDAQ-listed company .
- Operational leadership: Senior roles in nuclear medicine and radiopharmaceuticals (global GM, CFO/COO) .
- Governance: Prior audit chair; service on audit/nom/gov committees; current board roles; member of EWOB .
- Degrees: Ph.D. (Biophysics & Chemistry, Université de Montréal); Chemical Engineering (ERASMUS); MBA & Master’s in Accounting (McGill); AI training (MIT); governance/sustainability education (Competent Boards) .
Equity Ownership
| As of | Form | Beneficial Ownership (Common) | Notes |
|---|---|---|---|
| 10/13/2025 (filed 10/15/2025) | Form 3 | 0 shares reported | Initial statement listed no securities beneficially owned |
| 10/13/2025 | Grant | 21,517 RSUs (unvested) | Initial director grant; service-based vesting over 3 years |
- Hedging/pledging: Company policy prohibits directors from pledging company securities or engaging in hedging/derivatives on Spire stock .
Governance Assessment
-
Strengths
- Independence and immediate Audit Committee assignment bolster board oversight of financial reporting and controls .
- Significant capital markets and governance experience (prior audit chair; cross-industry finance) supports Audit Committee effectiveness .
- Compensation aligned with shareholders via equity-heavy mix (initial RSU grant per policy), with change-in-control acceleration standard for outside directors .
- No related-party or Item 404(a) conflicts disclosed at appointment, reducing perceived conflict risk .
-
Watch items
- Attendance and committee engagement will be reportable in the next proxy cycle given mid-October 2025 appointment; monitor 2026 DEF 14A for attendance/meeting participation data .
- Confirm any ongoing external roles’ transactional ties to Spire in future filings; current disclosure shows none under Item 404(a) .
Insider Filings
| Date | Form | Transaction/Status | Detail |
|---|---|---|---|
| 10/15/2025 | Form 3 | Initial ownership | Reported no securities beneficially owned; POA on file (Aug 21, 2025) |
RED FLAGS
- None disclosed: No related-party transactions; no hedging/pledging permitted; independence affirmed; option repricing/modification not applicable to directors under current policy .