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Edward Farid

Executive Vice President, Chief Strategy Officer at SSR MININGSSR MINING
Executive

About Edward Farid

F. Edward Farid is Executive Vice President and Chief Strategy Officer of SSR Mining, appointed March 7, 2024, after serving as EVP, Chief Corporate Development Officer since September 2020; he previously joined Alacer Gold in 2017 and played a pivotal role in the at‑market merger with SSR Mining . He has nearly two decades of mining and investment banking experience and holds a Bachelor of Commerce in Finance from McGill University; age 40 . Company performance context during his tenure includes 2024 cumulative TSR of 36.33 vs. peer group 94.21, net income of $(352.6)M, and gold‑equivalent production of 399,267 ounces, which influenced incentive outcomes and pay‑versus‑performance alignment .

Past Roles

OrganizationRoleYearsStrategic Impact
SSR MiningEVP, Chief Strategy Officer2024–presentLeads business strategy, M&A, portfolio, JVs, capital markets, financing, and commercial metal sales; role expanded during Çöpler recovery and CC&V acquisition evaluation .
SSR MiningEVP, Chief Corporate Development Officer2020–2024Drove value‑accretive initiatives and portfolio management post‑merger .
Alacer GoldCorporate development leadership2017–2020Pivotal in at‑market merger with SSR Mining .
Bulge‑bracket bankSenior investment banker (precious/base metals)pre‑2017Originated/advised/executed landmark financings and M&A in metals sectors .

External Roles

OrganizationRoleYearsNotes
No public company board roles disclosed for Farid in the proxy .

Fixed Compensation

Element20242023
Base Salary ($)580,000 550,000
Target STI (% of salary)75% 75%
STI Min/Max (% of salary)0% / 150% 0% / 150%
Actual STI Paid ($)395,850 342,672
Share‑Based Awards Grant‑Date Fair Value ($)1,015,000 825,000
Other Compensation ($)27,600 23,704
Total Compensation ($)2,018,450 1,741,376
  • One‑time retention cash incentive approved March 6, 2024: $870,000, vesting June 6, 2025 if employed through the payment date or if terminated without Cause before then .

Performance Compensation

Short‑Term Incentive (STI) Framework and Results (Corporate)

2024 STI GoalMetric WeightThresholdTargetStretch2024 PerformancePayout %
TRIFR5%2.101.90Fatality=0Fatality0.00%
Leadership in the Field (CCV interactions)5%8,90010,00011,39410.00%
Water Efficiency5%89%+2% & 2 projects+3% & 3 projects90%3.75%
Sustainability5%Plans definedQuarterly reporting; commitments; grievance processStretch criteria metStretch10.00%
Gold‑equivalent ounces produced30%540k570k630k399,2670.00%
AISC per ounce (IFRS)30%$1,625$1,600$1,545$1,8730.00%
Strategic initiatives (Board‑defined)20%BoardBoardBoard200%40.00%
Total Corporate Score100%63.75%
  • Farid’s STI weighting: 80% corporate, 20% individual; individual performance factor 200%, producing a composite payout score of 91.00% of target for 2024 .

Long‑Term Incentive (LTI) Structure and Grants

Component2024 Target (% of salary)2024 Grant DateUnits Granted (#)SettlementVesting
PSUs87.5%1‑Apr‑2024116,505CashCliff vest Apr 1, 2027; 3‑yr performance (Production, ROI, Relative TSR; payout 0–200%) .
RSUs87.5%1‑Apr‑2024116,505SharesTime‑based; vest dates: Apr 1, 2025; Oct 1, 2025; Apr 1, 2026; Oct 1, 2026; Apr 1, 2027 .
  • PSU metric details: equal weighting of gold‑equivalent production (vs budgets), ROI target 5% (Board‑set at grant), and relative TSR with caps if absolute TSR negative or bottom quartile performance; total PSU payout capped at 200% .
  • 2022 PSU performance (vested Mar 7, 2025): overall score 25.74%; Farid payout $65,398 (based on 26,562 PSUs at vest date VWAP $9.57) .

Equity Ownership & Alignment

Ownership ItemAmount
Common Shares Beneficially Owned (#)101,620
Shares Acquirable Within 60 Days (#)19,417
Total Beneficial Ownership (#)121,037
Ownership as % of Outstanding0.060% (out of 202,537,757 shares)
RSUs Unvested (#)97,087 (2024 grant) + 14,913 (2023 grant) + 5,908 (2022 grant)
PSUs Unvested (#)116,505 (2024 grant) + 33,547 (2023 grant)
Stock Ownership Guideline2× salary; includes full RSU value and 50% of granted PSUs
Compliance StatusMeets guideline; total holdings value $2,099,316.96 vs $1,160,000 requirement (assumes $6.96 share price) .
Hedging/PledgingAnti‑hedging policy prohibits derivative transactions; no pledging disclosure specific to Farid .
  • RSUs settle in shares (potential secondary‑market supply at vest), PSUs settle in cash (no direct share issuance on vest) .

Employment Terms

ProvisionTerm
Severance (without Cause or for Good Reason)Lump sum equal to 24 months’ base salary + 24 months’ average annual bonus; prorated bonus for employed portion; RSUs/PSUs prorated vesting; insurance benefits continue up to 24 months .
Change‑of‑Control (double trigger, within 12 months)Same cash severance multiples; all unvested RSUs vest; all unvested PSUs vest at 100% performance .
Restrictive CovenantsNon‑compete: 1 year; Non‑solicit: greater of 1 year or months of termination pay; indefinite confidentiality & non‑disparagement .
Clawback PolicySEC‑aligned clawback of incentive comp for restatements (3 prior fiscal years) and discretionary clawback for certain bad acts .
Anti‑Hedging/Insider TradingRobust insider trading policy; anti‑hedging of derivative securities .
Tax Gross‑UpsNo tax gross‑ups to executives .
OptionsCompany does not grant options; NEO equity is RSUs/PSUs .
  • Illustrative potential payouts for Farid (as of Dec 31, 2024): without Cause/Good Reason total $3,605,891; with Change‑in‑Control total $4,105,110; resignation $298,412 (bonus) .

Performance Compensation Details (Scorecards)

Farid 2024 STI Outcome Summary

ItemValue
Target Bonus (% of salary)75%
Corporate Score63.75%
Individual Score200%
Composite Payout (% of target)91.00%
Actual STI Cash ($)395,850

2022 PSU Performance Components

MetricTargetPerformanceWeightingScoreWeighted Result
Production (3 years aggregate)2,090,243 oz eq.1,729,980 oz eq.33.333%3.51%10.541%
ROI (annual targets 5%)5.00% / 5.00% / 5.00%1.63% / 8.54% / (6.79)%33.333%0% / 200% / 0%66.667%
Relative TSR25th/50th/75th percentilePercentile achieved: 0.00%33.333%0%0%
Total PSU Score25.74%
Farid PSU Payout ($)65,398

Investment Implications

  • Pay‑for‑performance design remains intact: 2024 corporate STI paid 63.75% amid Çöpler shutdown, elevated AISC, and lower production; Farid’s STI outcome (91% of target) reflects high individual performance against strategic imperatives, while LTI PSUs include ROI and relative TSR safeguards that capped payouts in weak TSR scenarios .
  • Near‑term vesting and potential selling pressure: RSUs vest on Apr 1, 2025 and Oct 1, 2025, with additional tranches through 2027; PSUs settle in cash, reducing direct share issuance; monitor Form 4s around vest dates for potential supply from RSU settlements .
  • Retention and change‑of‑control economics: A $870,000 retention bonus through June 6, 2025 and double‑trigger CIC terms mitigate retention risk but create known cash obligations; severance multiples (24 months salary+bonus) are substantial, particularly in a strategic transaction context .
  • Governance and compensation risk signals: Anti‑hedging and SEC‑aligned clawback policies are strong; absence of tax gross‑ups and no options is shareholder‑friendly; however, 2024 say‑on‑pay approval was 55.81%, prompting enhanced disclosure and ESG metric weighting increases (ESG to 30% in 2025 STI), which may influence future incentive structures and payouts .