Blog: IVANHOE ELECTRIC INC. : Change in Directors or Principal Officers, Regulation FD Disclosure, Financial Statements and Exhibits (form 8-K) – Marketscreener.com

Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 21, 2022, Ivanhoe Electric, Inc. (the “Company”) announced that
external counsel Quentin Markin will join the Company as Executive Vice-
President, Business Development and Strategy Execution, and Jordan Neeser will
join as the Company’s Chief Financial Officer.

Concurrent with the addition of Mr. Markin and Mr. Neeser, several existing
members of Ivanhoe Electric’s management team will be assuming new roles.

· Catherine Barone, current Interim Chief Financial Officer, remains with the

Company as Senior Vice-President, Finance.

· Graham Boyd, current Vice-President, U.S. Projects, will be elevated to Senior

Vice-President, U.S. Projects.

· Glen Kuntz, current Chief Technical and Innovation Officer, will become Senior

   Vice-President, Mine Development, where he will lead the Company to advance its
   exploration projects through the development stage.



All appointments and changes are effective November 21, 2022, except Mr. Markin,
who will join the Company on January 1, 2023.

Mr. Markin is a seasoned mining lawyer with 24 years’ experience, all with the
Canadian firm Stikeman Elliott LLP, where he has been a partner since 2008. Over
his career, he has lived and practiced in the world’s mining centers – Sydney,
London, Vancouver and Toronto. Mr. Markin’s practice focused on M&A, project
development and financing matters for mining companies globally and has been
recognized by international legal consultancy Chambers for 11 years as a mining
law expert. Mr. Markin has acted for Ivanhoe Electric since its inception, as
well as other Ivanhoe group companies, including Ivanhoe Mines, but also senior
producers, junior exploration companies, and investment banks. His notable
transactions outside of the Ivanhoe Group include the 2007 C$1.2 billion IPO of
Franco-Nevada and the 2015 acquisition by OceanaGold of Romarco Minerals and its
Haile Gold Mine located in South Carolina for around C$856 million. Mr. Markin
received his Bachelor of Law Degree from the University of Ottawa, Canada, and
holds an M.A. in International Relations from the Norman Patterson School of
International Affairs, Ottawa, Canada. Mr. Markin is 50 years old.

Mr. Neeser is a finance executive with 18 years of experience in financial
reporting, corporate development, and corporate finance, primarily in the mining
sector. Most recently Mr. Neeser was CFO and Corporate Secretary at TSX listed
Gold Standard Ventures since March 2021, which was acquired by Orla Mining
(TSX:OLA) in August, 2022. Mr. Neeser was previously CFO of Conifex Timber
(TSX:CFF) from December 2018 to March 2021, and before that spent eight years
with First Quantum (TSX:FM) as both Group Controller and Director, Business
Development. Mr. Neeser started his career with KPMG, is a Chartered Public
Accountant, Chartered Accountant, and holds a Bachelor of Commerce degree from
the University of British Columbia, Vancouver, Canada. Mr. Neeser is 40 years
old.



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On November 17, 2022, Quentin Markin entered into an employment agreement with
the Company (the “Employment Agreement”) for a term to continue indefinitely
until Mr. Markin resigns or is terminated in accordance with the terms and
conditions of the Employment Agreement. Pursuant to the terms of the Employment
Agreement, Mr. Markin is entitled to an annual base salary of $400,000 per year
(“Base Salary”). Mr. Markin will be eligible on an annual basis to receive
short-term and long-term incentive awards, with a short-term bonus target of
100% of his Base Salary (“Short Term Bonus”) and a long-term bonus target of
200% of his Base Salary for 2023, based on the terms and conditions of the
Company’s then effective annual incentive and equity-based incentive plans or
programs and contingent upon the degree of achievement of any applicable
performance goals. The Company will make an initial grant of 750,000 restricted
stock units (“RSUs”), which will vest over a period of five years in accordance
with the terms of the applicable equity plans and award grant agreements. Mr.
Markin will not participate in employee benefit plans, but will be reimbursed
for the cost of similar benefit plans in Australia, in an amount not exceed
$10,000 annually.

In the event Mr. Markin’s employment is terminated by the Company without
“Cause” (as defined in the Employment Agreement) and such termination is not in
connection with a Change in Control (as defined in the Employment Agreement),
then Mr. Markin will be entitled to severance pay equal to equal to 1.5 times
his annual Base Salary and 1.5 times the target annual bonuses for the year in
which termination of employment occurs. In the event of a Change of Control
where Mr. Markin’s employment is terminated during the 12 month period following
such Change in Control by the Company without “Cause” or Mr. Markin resigns for
“Good Reason”, then Mr. Markin will be entitled to severance pay equal to a lump
sum cash payment equal to 18 months of his annual Base Salary plus one
additional month for each full year of service after the third full year of
service up to a maximum of 24 months annual Base Salary together with 150% of
the Short Term Bonus for the year in which termination of employment occurs.

On November 17, 2022, Jordan Neeser entered into an employment agreement with
the Company (the “Employment Agreement”) for a term to continue indefinitely
until Mr. Neeser resigns or is terminated in accordance with the terms and
conditions of the Employment Agreement. Pursuant to the terms of the Employment
Agreement, Mr. Neeser is entitled to an annual base salary of $300,000 per year
(“Base Salary”). Mr. Neeser will be eligible on an annual basis to receive
short-term and long-term incentive awards, with a short-term bonus target of
100% of his Base Salary (“Short Term Bonus”) and a long-term bonus target of
200% of his Base Salary for 2023, based on the terms and conditions of the
Company’s then effective annual incentive and equity-based incentive plans or
programs and contingent upon the degree of achievement of any applicable
performance goals. The Company will make an initial grant of 500,000 stock
options (“Options”) with an exercise price of not less than $11.75 per share or
at least equal to the fair market value per share on the date of grant if the
market value is greater than $11.75 per share on the date of grant. Options will
vest in accordance with the terms of the applicable equity plans and award grant
agreements.

In the event Mr. Neeser’s employment is terminated by the Company without
“Cause” (as defined in the Employment Agreement) and such termination is not in
connection with a Change in Control (as defined in the Employment Agreement),
then Mr. Neeser will be entitled to severance pay equal to equal to 1.5 times
his annual Base Salary and 1.5 times the target annual bonuses for the year in
which termination of employment occurs. In the event of a Change of Control
where Mr. Neeser’s employment is terminated during the 12-month period following
such Change in Control by the Company without “Cause” or Mr. Neeser resigns for
“Good Reason”, then Mr. Neeser will be entitled to severance pay equal to a lump
sum cash payment equal to 18 months of his annual Base Salary plus one
additional month for each full year of service after the third full year of
service up to a maximum of 24 months annual Base Salary together with 150% of
the Short Term Bonus for the year in which termination of employment occurs.

There is no arrangement or understanding between Mr. Markin or Mr. Neeser and
any other person pursuant to which Mr. Markin or Mr. Neeser was selected as an
officer. There are no family relationships between Mr. Markin or Mr. Neeser and
any of our directors or executive officers. Neither Mr. Markin or Mr. Neeser has
had an interest in any transaction since the beginning of the Company’s last
fiscal year, or any currently proposed transaction, that requires disclosure
pursuant to Item 404(a) of Regulation S-K.

The foregoing summary of the Employment Agreements does not purport to be a
complete description of the Employment Agreements and are qualified in their
entirety by reference to the full text of the Employment Agreements, copies of
which are attached hereto as Exhibit 10.1 and 10.2 and incorporated herein by
reference.

Item 7.01. Regulation FD Disclosure.

A copy of the Company’s press release dated November 21, 2022, relating to the
announcement described in Item 5.02, is furnished as Exhibit 99.1 to this
Form 8-K.

The information contained in this Item 7.01 and Exhibit 99.1 hereto shall not be
deemed “filed” for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities
of that section, nor shall it be deemed incorporated by reference into any other
filing under the Securities Act of 1933, as amended, or the Exchange Act, except
as expressly set forth by specific reference in such a filing.



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Item 9.01. Financial Statements and Exhibits.




(d) Exhibits.



Exhibit No.                                    Description
  10.1          Employment Agreement between the Ivanhoe Electric Inc. and Quentin Markin
  10.2          Employment Agreement between Ivanhoe Electric Inc. and Jordan Neeser
  99.1          Press Release dated November 21, 2022
104           Cover Page Interactive Data File (embedded with the inline XBRL document)




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