Stephen Jurvetson
About Stephen Jurvetson
Stephen Jurvetson, age 58, joined TMC’s board on April 9, 2024 and serves as Vice Chairman and Special Advisor to the CEO. He co-founded Future Ventures (2018), previously was Managing Director at Draper Fisher Jurvetson (1995–2017), and sits on the SpaceX board; he served on Tesla’s board from 2006–2020. Education: Stanford University B.S. and M.S. in Electrical Engineering; Stanford Graduate School of Business M.B.A.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Draper Fisher Jurvetson (DFJ) | Managing Director | 1995–2017 | VC leadership; advisor/investor to tech companies |
| Tesla, Inc. | Director | 2006–2020 | Board service; no committee details disclosed |
| Hewlett-Packard | R&D Engineer | Prior to DFJ (dates not specified) | Engineering role |
| Apple; NeXT | Product Marketing | Prior to DFJ (dates not specified) | Product marketing roles |
| Bain & Company | Management Consulting | Prior to DFJ (dates not specified) | Consulting role |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| SpaceX | Director | Current (date not specified) | Current public/private board service |
| Future Ventures | Co-founder | Since 2018 | VC firm focused on founder-led, mission-driven companies |
Board Governance
- Role: Vice Chairman of the Board and Special Advisor to the CEO; not disclosed as a member of Audit, Compensation, Nominating & Corporate Governance, or Sustainability & Innovation committees in the proxy .
- Independence: Not listed among independent directors; independent members are Greig (Lead Independent Director), Hall, Khama, Karkar, Madsbjerg, and May .
- Attendance: In 2024 the board met 8 times and committees met 21 times; no director attended fewer than 75% of meetings and all directors attended the 2024 annual meeting .
- Executive sessions: Independent directors regularly meet in executive sessions without CEO Gerard Barron and Stephen Jurvetson present .
- Years of service: ~1.5 years as of mid-2025 (joined April 9, 2024) .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (policy reference) | $90,000 | Standard non-employee director policy adopted Sept 9, 2021 |
| Committee chair/member retainers (policy reference) | Audit chair $22,500; Audit member $7,500; Comp chair $15,000; Comp member $5,000; Nominating chair $15,000; Nominating member $5,000; Sustainability chair $15,000; Sustainability member $5,000 | Payable quarterly; some directors elected RSUs in lieu of cash beginning Oct 1, 2024 (granted/vested at AGM May 29, 2025) |
| Fees earned by Jurvetson for board service | $0 | Waived under his consulting agreement; he receives no director compensation under the policy |
Performance Compensation
| Award Type | Grant Date | Shares/Options | Exercise Price | Term | Vesting | Notes |
|---|---|---|---|---|---|---|
| Stock Option (Consulting) | Apr 9, 2024 | 3,440,000 | $1.71 per share | 7 years | Time-based: vests in three equal annual installments on 1st, 2nd, and 3rd anniversaries, subject to continued service | Granted under 2021 Incentive Equity Plan; issued as sole compensation for advisory services; director fees waived |
Plan governance caps: Aggregate grant-date fair value of equity plus cash compensation to any non-employee director per calendar year capped at $500,000 ($750,000 in first year on board); consulting fees and severance for non-director services are excluded from cap calculations .
Other Directorships & Interlocks
| Company | Relationship to TMC | Potential Interlock/Conflict |
|---|---|---|
| SpaceX (Director) | No disclosed commercial relationship with TMC | No interlock with TMC suppliers/customers disclosed |
| Tesla (Director, 2006–2020) | Prior role; not current | No TMC relationship disclosed |
Expertise & Qualifications
- Silicon Valley technology investor; advisor to founder-led, mission-driven companies; background in engineering and product/consulting roles across HP, Apple, NeXT, Bain .
- Advanced technical education (Stanford EE B.S./M.S.) and MBA; brings technology and strategic expertise to board deliberations .
Equity Ownership
| Category | Amount | Detail/Status |
|---|---|---|
| Common shares directly held | 700,000 | Direct ownership |
| Options exercisable within 60 days (as of Jun 30, 2025) | 1,146,667 | First tranche of consulting option vested after one year |
| Options unexercisable (as of Jun 30, 2025) | 2,293,333 | Remaining two tranches unvested |
| Total beneficial ownership | 1,846,667 (<1%) | Under SEC rules, includes options exercisable within 60 days; total outstanding shares 397,155,318 |
Governance Assessment
- Independence and role overlap: Jurvetson is not independent and simultaneously serves as Vice Chairman and a paid consultant to the CEO, which concentrates influence and can weaken independent oversight; independent directors meet without him to mitigate this risk .
- Related-party exposure: The April 2024 consulting agreement is a related-party arrangement that waived director cash fees but granted significant equity options; disclosure is comprehensive, but investors should monitor alignment and potential influence on board decisions involving CEO strategy .
- Ownership alignment: He holds 700,000 common shares and 3.44 million options (1.146 million currently exercisable), creating equity-based alignment; absence of pledging/hedging disclosures suggests no flagged misalignment, though small percentage ownership (<1%) limits voting influence .
- Attendance and engagement: Board/committee attendance in 2024 met thresholds across all directors; all directors attended the 2024 AGM, indicating baseline engagement .
- Compensation governance: The director pay framework and annual caps are defined; a 2024 temporary RSU-in-lieu program for cash retainers existed for most directors, but not applicable to Jurvetson due to his waiver .
- Say-on-pay context: Shareholders approved CEO compensation changes on an advisory basis in 2024, suggesting broader investor tolerance of equity-heavy incentives at TMC; however, monitoring of consultant awards and plan evergreen increases is prudent .
RED FLAGS
- Non-independence plus consulting role with equity awards; potential influence over CEO-linked decisions and compensation matters .
- Equity plan expansion and evergreen features increase dilution risk; large consultant and director grants contingent on shareholder approval warrant close tracking of plan usage .
Notes on Non-Disclosure
- No specific committee memberships are disclosed for Jurvetson; he is not named among Audit/Comp/Nominating/Sustainability members in the proxy .
- No disclosures on pledging, hedging, tax gross-ups, clawbacks specific to directors, or individual meeting attendance rates beyond the aggregate statements .