Alexander Morrison
About Alexander G. Morrison
Independent director since 2019 (age 61). Mining executive and Chartered Professional Accountant (CPA, CA; also CPA Illinois – inactive) with 38+ years in mining finance and operations. Former VP & CFO at Franco-Nevada; senior roles at Newmont (VP Operations Services; VP IT), NovaGold (VP & CFO), Homestake (VP & Controller), Phelps Dodge, and Stillwater; began career at PwC. B.A. in Business Administration from Trinity Western University. Audit Committee financial expert; current Audit Committee Chair at Energy Fuels .
Past Roles
| Organization | Role | Tenure/Years (if disclosed) | Notes |
|---|---|---|---|
| Franco-Nevada Corporation | Vice President & Chief Financial Officer | Not disclosed | Senior executive finance role |
| Newmont Corporation | VP, Operations Services; VP, Information Technology | Not disclosed | Increasingly senior positions |
| NovaGold Resources Inc. | Vice President & Chief Financial Officer | Not disclosed | Executive finance leadership |
| Homestake Mining Company | Vice President & Controller | Not disclosed | Corporate controller leadership |
| Phelps Dodge Corporation | Senior financial positions | Not disclosed | Finance roles |
| Stillwater Mining Company | Senior financial positions | Not disclosed | Finance roles |
| PricewaterhouseCoopers LLP | Public accountant (early career) | Not disclosed | Started career post-BA |
External Roles
| Organization | Role | Committees/Impact (if disclosed) |
|---|---|---|
| Nations Royalty Corp | Lead Independent Director | Governance leadership role |
| Deterra Royalties Limited | Director | Not disclosed |
| Venerable Ventures Ltd. | Director | Not disclosed |
Board Governance
- Independence: Board determined Morrison is independent under NI 52-110 and NYSE American Section 803A (reviewed April 21, 2025) .
- Committees: Audit Committee Chair (financial expert); also a member of the Compensation Committee .
- Attendance: Board met 18 times in 2024; Morrison attended 17/18 (94%). Independent directors held in-camera sessions after 14 of 17 meetings; committees also meet in-camera frequently .
- Audit Committee activity: Met 7 times in 2024; recommended inclusion of audited financials in 2024 Form 10-K and re-appointment of KPMG LLP for FY2025 .
- Governance practices: Majority voting policy; independent Board Chair; GN Committee fully independent; five in-camera GN sessions; Compensation Committee fully independent (Chair: Robert W. Kirkwood) and met five times in 2024 .
Fixed Compensation (Director)
| Year | Cash Retainer (USD) | Committee/Chair Fees (USD) | Total Cash | Notes |
|---|---|---|---|---|
| 2024 | Included in “Fees Earned” | Audit Committee Chair retainer structure disclosed | $63,803 | “Fees Earned” for Morrison in 2024 were $63,803; Audit Chair retainer level disclosed in policy . Retainer schedule: Board member $52,410; Audit Chair $63,803; other committee chairs $56,967; Board Chair $76,666; no meeting fees . |
Performance Compensation (Director)
| Year | Share-Based Awards (Grant-Date Fair Value, USD) | Option Awards | RSUs Outstanding (12/31/24, #) | Market Value of Unvested RSUs (12/31/24, USD) | RSU Value Vested in 2024 (USD) |
|---|---|---|---|---|---|
| 2024 | $116,006 | Nil | 27,578 | $141,475 (27,578 × $5.13) | $84,163 |
- Vesting schedule for director RSUs: One-half vests Jan 27 on/after first anniversary; 25% on Jan 27 second anniversary; 25% on Jan 27 third anniversary (time-based; no performance metrics) .
- Equity plan and safeguards: Equity Incentive Plan supports RSUs, options, SARs; hedging by insiders prohibited; clawback policy compliant with SEC/NYSE rules .
Other Directorships & Interlocks
| Company | Sector/Type | Potential Interlock/Conflict Notes |
|---|---|---|
| Nations Royalty Corp (Lead Independent Director) | Mining royalties | No related-party transaction involving Morrison disclosed in the proxy . |
| Deterra Royalties Limited (Director) | Mining royalties | No related-party transaction involving Morrison disclosed in the proxy . |
| Venerable Ventures Ltd. (Director) | Mining/venture | No related-party transaction involving Morrison disclosed in the proxy . |
Expertise & Qualifications
- CPA, CA (Canada) and CPA (Illinois, inactive); designated “financial expert” for the Audit Committee .
- 38+ years of mining industry experience across finance, operations, IT, and executive roles .
- B.A. in Business Administration, Trinity Western University (BC) .
Equity Ownership
| As-of Date | Shares Beneficially Owned (Direct) | Indirect | Common Shares Acquirable Within 60 Days | Total | % of Outstanding |
|---|---|---|---|---|---|
| Apr 17, 2025 | 153,833 | Nil | Nil | 153,833 | 0.07% |
- Unvested director RSUs as of Dec 31, 2024: 27,578 units (valued at $141,475 at $5.13) .
- Director ownership policy: Must hold shares worth 2× annual retainer within 5 years; until achieved, must hold 50% of shares from vestings/exercises; all directors currently compliant .
- Hedging/derivative transactions by insiders prohibited; awards generally non-transferable/non-pledgeable before vesting/settlement per plan .
Insider Trades (Recent)
| Date | Transaction | Shares | Price | Proceeds | After-Trade Holdings | Stated Reason | Source |
|---|---|---|---|---|---|---|---|
| Nov 17, 2025 | Sale | 38,739 | $15.1975 | $588,735 | 149,747 | Sold to cover tax obligations on previously vested RSUs | SEC Form 4: https://www.sec.gov/Archives/edgar/data/1385849/000138584925000046/xslF345X05/primary_doc.xml |
Note: Additional historical filings for Morrison appear on the SEC index (e.g., 01/31/2025 Form 4), but detailed transaction data are not reproduced here; see SEC filing index for Morrison .
Governance Assessment
- Strengths
- Deep mining finance expertise and CPA credentials; designated audit financial expert; chairs Audit Committee—supports robust financial reporting oversight .
- Independent director with solid attendance (17/18 board meetings in 2024; Board and committee in-camera practices robust) .
- Director pay program emphasizes equity (RSUs) with multi-year vesting; clear ownership requirements; hedging prohibited; clawback policy in place—aligns with shareholder interests .
- Watch items / potential risks
- Multiple external directorships (Nations Royalty, Deterra Royalties, Venerable Ventures). Company notes benefit of broader experience but monitors for overcommitment; no conflicts disclosed .
- Insider sale in Nov-2025 was tax-related per Form 4; not inherently a red flag but continue to monitor trading patterns versus upcoming vesting schedules .
- No specific say-on-pay or shareholder feedback items tied to director compensation are disclosed for Morrison; continue to monitor Compensation Committee disclosures and use of external advisors (Zayla) for director comp benchmarking .
References:
- 2025 DEF 14A (Energy Fuels Inc.), key excerpts on director biography, independence, committees, compensation, ownership, and governance .
- SEC Form 4 (Nov 17, 2025) for Alexander G. Morrison (insider sale, tax cover) .