David Hopkinson
Tilray BrandsAbout David Hopkinson
Independent director at Tilray Brands since May 2021; age 54. Current committee assignments: Audit Committee member and Compensation Committee member; not a chair. The Board has affirmatively determined he is independent under Nasdaq rules. Background spans >25 years in sports and entertainment operations and revenue leadership, including President & COO of MSG Sports (2020–2024), Global Head of Partnerships at Real Madrid CF, and Chief Commercial Officer at MLSE.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Madison Square Garden Sports Corp. (MSG Sports) | President & Chief Operating Officer | 2020–2024 | Led business strategy and operations across Knicks (NBA) and Rangers (NHL) |
| Real Madrid Club de Futbol | Global Head of Partnerships | ~2018–2020 | Led global partnerships for one of the top revenue-generating football clubs |
| Maple Leaf Sports & Entertainment (MLSE) | Chief Commercial Officer; prior roles over >20 years | Pre-2018 | Responsible for revenue generation across Maple Leafs (NHL), Raptors (NBA), Toronto FC (MLS) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| McGill University | Chancellor’s Advisory Committee member | Not disclosed | Advisory role |
| Canada Basketball | Board member | Not disclosed | Non-profit governance |
| Canada’s Walk of Fame | Board member | Not disclosed | Non-profit governance |
| Women’s College Hospital Foundation (Toronto) | Board member | Not disclosed | Non-profit governance |
| Other public company boards | None | — | Not a director of any other public company |
Board Governance
- Committee memberships: Audit Committee member; Compensation Committee member. Audit met 4 times; Compensation met 5 times in FY2025. Chairs: Audit (Herhalt), Compensation (Looney).
- Independence: Board determined Hopkinson and a majority of directors are independent under Nasdaq rules.
- Attendance: The Board met 9 times; each incumbent director attended at least 75% of Board and applicable committee meetings. Non-employee directors meet in executive sessions at each regular Board meeting.
- Board leadership: CEO also serves as Chair; Vice-Chair (Lead Director) is Renah Persofsky, facilitating independent oversight.
- No related-party transactions in FY2025; Related-Person Transactions Policy requires Audit Committee review for >$120,000 transactions.
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Board cash retainer | $140,000 | Payable to all non-employee directors |
| Committee chair fee (Audit/Comp/Nominating) | $20,000 | Additional cash for chairs (not applicable to Hopkinson) |
| Lead Independent Director fee | $90,000 | Additional cash for Vice-Chair (Persofsky) |
| Equity – Annual RSU grant (directors) | $250,000 | RSUs with 100% cliff vest on earlier of 1-year anniversary or next annual meeting; FY2025 awards generally granted July 30, 2024 (Cohen Jan 7, 2025) |
| David Hopkinson – FY2025 cash fees | $140,000 | Director compensation table |
| David Hopkinson – FY2025 stock awards (fair value) | $250,000 | Director compensation table |
| David Hopkinson – FY2025 total director compensation | $390,000 | Sum of cash and equity |
| David Hopkinson – RSUs outstanding (as of May 31, 2025) | 167,129 shares | Director RSU balance |
Performance Compensation
| Metric/Structure | FY2025 Design | Vesting/Trigger | Source |
|---|---|---|---|
| Director equity grant type | RSUs | 100% cliff vesting at earlier of 1-year from grant or next annual meeting, subject to continued Board service | |
| Performance metrics tied to director equity | None disclosed | Not performance-based for directors |
For executives (NEOs), at-risk PSUs are tied to Adjusted EBITDA over a 3-year period, with clawback and no hedging/pledging; this does not apply to directors.
Other Directorships & Interlocks
| Company | Role | Interlocks/Conflicts |
|---|---|---|
| None (public companies) | — | No public company interlocks disclosed |
Expertise & Qualifications
- Extensive operational, management, and revenue generation experience across sports franchises and global partnerships. Recognitions include Queen Elizabeth II Diamond Jubilee Medal (2013).
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Beneficial ownership (total) | 378,314 shares | Less than 1% of outstanding common stock |
| Directly held shares | 335,563 | Beneficial ownership breakdown |
| Vested deferred stock units (convert upon leaving Board) | 42,751 | Fully vested DSUs |
| Unvested RSUs outstanding (as of May 31, 2025) | 167,129 | Director RSUs balance |
| Shares pledged as collateral | None disclosed | Hedging and pledging prohibited by policy |
| Ownership guideline (directors) | 2× base annual cash retainer | 5-year compliance window from becoming a director (Hopkinson by 2026) |
| Shares outstanding (record date) | 1,109,519,118 | For context of % ownership |
Insider trading summary (Form 4):
| Transaction Date | Filing Date | Form | Type | Securities Transacted | Price | Post-Transaction Holdings | Security | Source |
|---|---|---|---|---|---|---|---|---|
| 2025-07-29 | 2025-07-31 | 4 | Award (A) | 431,034 | $0.00 | 431,034 | Restricted Stock Units | https://www.sec.gov/Archives/edgar/data/1731348/000117184325004932/0001171843-25-004932-index.htm |
| 2025-07-30 | 2025-07-31 | 4 | M-Exempt | 124,378 | $0.61 | 335,563 | Common Stock | https://www.sec.gov/Archives/edgar/data/1731348/000117184325004932/0001171843-25-004932-index.htm |
Governance Assessment
- Board effectiveness: Active membership on Audit and Compensation aligns with his operational and revenue background; independent status supports objective oversight. Audit/Compensation committees met regularly (4 and 5 times respectively) and the Board and committees maintained ≥75% attendance among incumbents.
- Alignment and incentives: Director pay mix is balanced (fixed cash + time-based RSUs); ownership guidelines require 2× retainer within 5 years, and hedging/pledging is prohibited; clawback policy applies to incentive-based compensation.
- Conflicts and related-party exposure: No related-party transactions in FY2025; no compensation committee interlocks; insider trading controls and preclearance in place.
- Shareholder signals: Prior say-on-pay approval (2023) at ~75% led to enhanced performance-linked executive equity and shareholder engagement; while executive-specific, it reflects Board responsiveness to investors.
RED FLAGS: None identified for Hopkinson in FY2025 across related-party transactions, hedging/pledging, tax gross-ups, option repricing, or low attendance.