U.S. bitcoin mining shareholders have delivered a rare rebuke on executive pay in this year’s proxy season, with only 64% of shareholders approving say-on-pay proposals, per a new research note from New York–based asset manager VanEck. Approval rates are well below the S&P 500’s 90% and the Russell 3000’s 91% ratings.
VanEck’s analysis of eight listed miners–Bit Digital, Cipher Mining, CleanSpark, Core Scientific, Hut 8, MARA, Riot and TeraWulf–shows that equity awards accounted for 89% of total pay in 2024, up from 79% in 2023 (Note: CORZ was excluded from some metrics due to bankruptcy).
That shift drove average named executive officer compensation to $14.4 million in 2024, more than triple the Russell 3000 average of $3.1 million and far above the tech‐sector norm of $4.5 million.
Despite the move toward multi-year, performance-gated awards, six of the eight miners now use performance stock units tied to share-price hurdles or relative total shareholder return. Absolute grant sizes remain outsized, VanEck notes. Riot’s CEO received a $79.3 million award last year, nearly double MARA’s $40.1 million grant and many times above peers.
The disconnect is stark when measured against value creation. In 2024, Riot paid its executives $230 million, an amount equal to 73% of its market-cap gain, while Core Scientific and TeraWulf paid out just 2% of their growth. Those disparities helped trigger say-on-pay failures at Riot and MARA, where vote support fell as low as 22% at MARA and 32% at Riot.
Proxy advisors flag any advisory vote under 70% as low support, and outcomes below 50% demand significant board responsiveness.
VanEck recommends that boards and compensation committees sharpen their focus on execution, efficiency and capital discipline to restore credibility to pay programs.
