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DRTTF Dirtt Environmental Solutions LTD

Definitive proxy


Name: Scott Robinson Position: Director Age: 53 Residence: New York, New York, U.S. Director Since: April 2022 Independent	Scott Robinson currently serves as Senior Vice President, Corporate Development at Plymouth Industrial REIT, Inc. (NYSE: PLYM) since 2023 and Professor at New York University, a private university, since 2008. Mr. Robinson previously served as Managing Director and Co-Head of Investment Banking at Oberon Securities LLC, an investment bank. Previous to that, he served as interim Chief Executive Officer and on the board of directors of FullStack Modular LLC, an offsite volumetric modular construction company, and held roles at Macquarie Group Ltd. (OTCMKTS: MQBKY) and Citigroup Inc. (NYSE: C). Mr. Robinson previously served on the board of directors of Monmouth Real Estate Investment Corporation (NYSE: MNR), a real estate investment trust specializing in net leased industrial properties. Mr. Robinson currently serves as an advisory board member of Market Stadium Inc., a commercial real estate company. Mr. Robinson received an MSc. in Real Estate Finance and Investment from New York University and a BSc. in Biomedical Sciences and Economics from University of California, Riverside. Our Board believes that Mr. Robinson is qualified to serve on our Board due to his extensive financial and real estate experience, as well as his service on other boards and in executive leadership positions.
	MEMBER OF	2023 ATTENDANCE					CURRENT PUBLIC COMPANY BOARDS
	Board	7/7			100%		None

	Audit Committee	4/4			100%


	Enterprise Risk	4/4			100%
	Management Committee
	SECURITIES HELD
	Date			Common Shares					DSUs
	March 20, 2024			273,269					567,448
	2023 VOTES IN FAVOR					92.57%

28 Mar 24

7:30am

DRTTF Dirtt Environmental Solutions LTD

Definitive proxy

Additionally, see “Proposal No. 1 – Election of Directors – Majority Voting Policy” on page 7 for information about the Company’s Majority Voting Policy.


Name: Ken Sanders Position: Director Age: 65 Residence: San Francisco, California, U.S. Director Since: April 2022 Independent	Ken Sanders has served as Managing Principal of DesignIntelligence, an organization that provides strategic consulting services, thought leadership and an interconnected network for leaders in architecture and engineering, since January 2019. Prior to that, Mr. Sanders served as Managing Principal and on the board of directors of Gensler, a global architecture, design and planning firm. Mr. Sanders has served on the board of directors of NELSON, an architecture, interior design, graphic design and brand strategy firm, and Clarus, a leading design and manufacturer of writable glass boards. Mr. Sanders received a Bachelor of Arts in Architecture from University of California, Berkeley. Our Board believes that Mr. Sanders is qualified to serve on our Board due to his architecture and design experience, as well as his service on other boards and in strategic leadership positions.
	MEMBER OF	2023 ATTENDANCE					CURRENT PUBLIC COMPANY BOARDS
	Board	7/7			100%		None

	Corporate	3/4			75%
	Governance and
	Compensation
	Committee

	Enterprise Risk	3/4			75%
	Management Committee
	SECURITIES HELD
	Date			Common Shares					DSUs
	March 20, 2024			273,250					577,691
	2023 VOTES IN FAVOR					92.33%

28 Mar 24

7:30am

DRTTF Dirtt Environmental Solutions LTD

Definitive proxy


Name: Douglas Edwards Position: Director Age: 48 Residence: Charlotte, North Carolina, U.S. Director Since: April 2022 Independent	Douglas Edwards serves as Senior Vice President, Enterprise Associate & Business Solutions of Humana Inc. (NYSE: HUM), a for-profit American health insurance company. With Humana since April 2015, he previously served as Senior Vice President, Workplace Experience from July 2019 to May 2021, Vice President, Workplace Solutions from 2016 to June 2019, and Director, Workplace Solutions from 2015 to 2016. Previously, Mr. Edwards held various roles at Jones Lang LaSalle Incorporated (NYSE: JLL), a global commercial real estate services company, including Managing Director, Regional Director from 2013 to 2015, Senior Vice President, Retail Project Management Platform Director from 2011 to 2013, Vice President, National Transition Team Lead from 2009 to 2011, and Senior Project Manager, Project Lead from 2006 to 2009. In February 2023, he became a Board Advisor for Kolar, a for-profit design firm. He also serves as a director for the Goodwill Industries of Kentucky and the Louisville Downtown Development Corporation. He has previously served on several board and civic engagements, including the Louisville Zoological Gardens Foundation, the Lincoln Foundation, Brightside, the Speed Art Museum, Men’s Shelter of Charlotte, Mint Museum, YMCA, and the Juvenile Crime Prevention Council of Charlotte. Mr. Edwards received a Masters of Business Administration degree in General Management and International Business from the University of North Carolina at Chapel Hill’s Kenan-Flagler Business School and a Bachelor of Science in Civil Engineering from North Carolina State University. Mr. Edwards is a LEED Accredited Professional. Our Board believes that Mr. Edwards is qualified to serve on our Board due to his extensive human resources, real estate, and ESG experience, as well as his service in executive leadership positions.
	MEMBER OF	2023 ATTENDANCE					CURRENT PUBLIC COMPANY BOARDS
	Board	7/7			100%		None

	Audit Committee	4/4			100%

	Corporate Governance and Compensations Committee(1)	2/2			100%

	Enterprise Risk	2/2			100%
	Management Committee(2)
	SECURITIES HELD
	Date			Common Shares					DSUs
	March 20, 2024			156,250					515,195
	2023 VOTES IN FAVOR					92.55%

28 Mar 24

7:30am

DRTTF Dirtt Environmental Solutions LTD

Definitive proxy


Name: Shalima Pannikode Position: Director Age: 46 Residence: McLean, Virginia, U.S. Director Since: March 2024 Independent	Shalima Pannikode has served as a technology executive for several leading healthcare organizations in North America, including Anthem Inc. and Humana Inc., and is a recognized leader in digital transformation, data analytics and AI. She currently serves as Chief Technology Officer at Zelis. Ms. Pannikode started her career in a leadership role at Amerigroup. As her career progressed, she held a number of leadership roles including: Vice President of Information Technology at Anthem Inc. From 2019 to 2020, she served as Senior Vice President and Chief Information and Digital Officer at Wellstar Health System. From 2020 to 2022, she served as Senior Vice President and Chief Information Officer of Healthcare Services at Humana Inc. From 2022 until she moved to Zelis in December 2023, she served as Executive Vice President and Chief Information Officer of Liberty Mutual’s global commercial business. Ms. Pannikode is also a co-founder and chairwoman for the Freedom Council for the Alliance for Freedom Restoration and Justice (AFRJ). Our Board believes that Ms. Pannikode is qualified to serve on our Board due to her technology and leadership experience.
	MEMBER OF	2023 ATTENDANCE					CURRENT PUBLIC COMPANY BOARDS
	Board	N/A					None

	Enterprise Risk Management Committee	N/A




	SECURITIES HELD
	Date			Common Shares					DSUs
	March 20, 2024			0					0
	2023 VOTES IN FAVOR					N/A

28 Mar 24

7:30am

DRTTF Dirtt Environmental Solutions LTD

Definitive proxy


Name: Scott Ryan Position: Director Age: 53 Residence: Phoenix, Arizona, U.S. Director Since: April 2022 Independent	Scott Ryan is a Founding Partner and Managing Member of FR Law Group, PLLC, a boutique litigation and commercial transaction law firm based in Arizona, which he co-founded in 2017, and has served as an Arbitrator for the Construction Panel of the American Arbitration Association, a not-for-profit organization in the field of alternative dispute resolution. Previously, Mr. Ryan served as the Senior Vice President and General Counsel of Tutor Perini Corporation, Building Group (NYSE: TPC), a contractor for large scale commercial construction partners. Mr. Ryan served on the board of directors of PCR Insurance Company from 2008 to 2012. Mr. Ryan received a J.D. from DePaul University College of Law, and a Bachelor of Science and Master of Science in Construction Management from Arizona State University. Our Board believes that Mr. Ryan is qualified to serve on our Board due to his extensive legal, construction and real estate experience.
	MEMBER OF	2023 ATTENDANCE					CURRENT PUBLIC COMPANY BOARDS
	Board	6/7			86%		None

	Audit Committee	4/4			100%


	Enterprise Risk	4/4			100%
	Management Committee
	SECURITIES HELD
	Date			Common Shares					DSUs
	March 20, 2024			234,375					559,263
	2023 VOTES IN FAVOR					92.49%

28 Mar 24

7:30am

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