Allen Taylor
About Allen Taylor
Allen Taylor, 43, is a new director nominee at Tucows (TCX) for the 2025 Annual Meeting. He is President of GTD Partners, with prior roles at Brookfield Asset Management focused on operational and financial turnarounds, and served as CFO of Trisura Group Ltd. in 2017 during its TSX spin-off and market debut. He holds a BA in Economics from Wilfred Laurier and is a Chartered Accountant; he is based in Toronto .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| GTD Partners | President | Current | Operational and financial advisory leadership |
| Brookfield Asset Management | Various leadership roles | Not disclosed | Specialized in complex turnarounds and portfolio management |
| Trisura Group Ltd. | Chief Financial Officer | 2017 | Led finance during spin-off and successful TSX market debut |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| GTD Partners | President | Current | Advisory and investment management focus |
Board Governance
- Status: New director nominee for the May 20, 2025 Annual Meeting; not yet assigned to committees .
- Independence: Board states eight directors with an overwhelming majority independent; only CEO Elliot Noss is non-independent. Taylor is a non-employee nominee; independence is determined under NASDAQ rules upon election .
- Committees currently constituted:
- Audit Committee: Jeffrey Schwartz (Chair), Marlene Carl, Erez Gissin, Allen Karp—all independent .
- Corporate Governance, Nominating and Compensation (CGNC) Committee: In 2024, Robin Chase (Chair), Allen Karp, Lee Matheson, Gigi Sohn—all independent .
- Attendance norms: Each director attended at least 75% of Board and committee meetings in Fiscal 2024; executive sessions of independent directors held quarterly (chaired by the Board Chair, Robin Chase) .
Fixed Compensation
Director cash compensation structure (current and prior):
| Cash Component | Through FY2024 (USD) | From Q1 2025 (USD) |
|---|---|---|
| Non-employee Director Annual Retainer | $30,000 | $50,000 |
| Board Chair Additional Retainer | $15,000 | $15,000 |
| Audit Committee Chair Additional Retainer | $7,500 | $15,000 |
| CGNC Committee Chair Additional Retainer | $7,500 | $15,000 |
| Audit Committee Member Retainer | $12,000 | $12,000 |
| CGNC Committee Member Retainer | $12,000 | $12,000 |
| Special Committee Member Retainer (Mar–Oct 2024) | $12,000 annualized | N/A (committee dissolved Oct 1, 2024) |
| Special Committee Chair Additional Retainer (Mar–Oct 2024) | $7,500 annualized | N/A |
| One-time Ting pivot payment (approved Nov 2024; paid Q1 2025) | $10,000 per Board member | $10,000 per Board member |
Notes:
- Annual fees paid quarterly .
- D&O insurance purchased for directors; 2024 proxy discloses $30 million coverage; 2025 proxy references customary amounts .
Performance Compensation
Director equity compensation policy (options):
| Grant Event | Option Shares | Vesting | Term | Other Terms |
|---|---|---|---|---|
| Initial grant upon becoming a director | 4,375 | 1 year from grant | 5 years | Exercise price at FMV on grant; accelerated vesting on change-of-control or death/disability |
| Becoming Audit Committee member | 3,750 | 1 year from grant | 5 years | As above |
| Becoming CGNC Committee member | 2,500 | 1 year from grant | 5 years | As above |
| Annual meeting automatic grant (each non-employee director) | 3,750 | Earlier of 1 year from grant or next annual meeting date | 5 years | As above |
Recent annual grant specifics (FY2024):
- June 20, 2024 formula option grants: exercise price $19.93; grant date fair value $8.34; awards vest after one year, five-year term. Outstanding option counts at 12/31/2024 disclosed per director (e.g., Karp 26,250; Gissin 26,250; Chase 26,250, etc.) .
Other Directorships & Interlocks
| Person | Other Public Company Boards | Role/Committee | Interlocks with TCX Ecosystem |
|---|---|---|---|
| Allen Taylor | None disclosed | N/A | None disclosed |
Expertise & Qualifications
- Private equity operations and portfolio management; complex financial structures; strategic investments .
- CFO experience at Trisura Group during spin-off and listing; financial leadership through market debut .
- Chartered Accountant; BA in Economics (Wilfred Laurier); Toronto-based .
Equity Ownership
| Item | Status |
|---|---|
| Beneficial ownership (common stock) | Not disclosed for Allen Taylor in the 2025 record date table (directors and NEOs); he is a new nominee and not listed . |
| Options exercisable within 60 days of April 1, 2025 | Not disclosed for Allen Taylor . |
| Percent of class | Not disclosed for Allen Taylor . |
Governance Assessment
- Strengths: Deep turnaround and portfolio management background should support Audit and strategy oversight; board maintains independent majority, quarterly executive sessions, and independent CGNC committee composition .
- Compensation alignment: Director pay increased to $50k in 2025 reflecting workload; equity is formula-based, time-vested options with market-based strike, promoting longer-term stock alignment without performance metrics for directors .
- Potential risks/red flags: No specific related-party transactions disclosed; policy requires audit committee review of any such transactions. Taylor’s background includes Brookfield associations; no transactions or interlocks reported with TCX, but monitor future disclosures post-election .
- Attendance/engagement: 2024 attendance thresholds met by sitting directors; Taylor has no attendance record yet as a nominee .
Note: As a new director nominee for 2025, Taylor has no disclosed TCX committee assignments, attendance, insider trades, or beneficial ownership as of the April 1, 2025 record date. Future filings (e.g., 8-K upon appointment, Form 3/4) should be reviewed after election for updates .