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Takeaways from ACV Auctions' second proxy statement since going public


ACV Auctions George Chamoun 3
George Chamoun, CEO, ACV Auctions
Lian Bunny

It’s been more than two years now since ACV Auctions became a public company.

The Buffalo-based business, an online marketplace business for automotive dealers, recently filed its second proxy statement since going public in 2021, and the document shares tidbits of what’s changed over the last year.

Proxy statements, which contain pages of information on a company, are filed once a year. Besides being one of Buffalo’s biggest recent startup successes, ACV Auctions has many investors and employees here who stand to benefit from ACV’s wins.

“Looking forward, we remain excited about the tremendous opportunity for ACV to address a large and complex industry that is still very early in its adoption of digital solutions,” CEO George Chamoun wrote in a letter introducing the proxy statement. “By executing on this opportunity, we expect to deliver significant shareholder value over time. Our strategy to deliver on ACV’s vision remains underpinned by three key pillars: growth, innovation and scale.”

ACV Auctions shares sold for $25 when the company first went public on the Nasdaq stock exchange. They closed at $13.36 on Tuesday.

Here are a few takeaways from this year’s proxy statement:

Who is on the ACV Auctions board?

This year’s shareholders meeting, scheduled for 4 p.m. May 30, will feature the election of two board members: Brian Hirsch, co-founder and managing partner of Tribeca Venture Partners, and Eileen Kamerick, an adjunct law school professor who previously served as chief financial officer at several companies.

Both have been on the ACV board, but their current terms are set to end this year.

The other five members of the board are:

  • Kirsten Castillo, who previously served as chief operating officer of GlobalTranz Enterprises Inc. (Board term to last until 2024.)
  • René Jones, M&T Bank chairman and CEO. Jones, who is Black, is the only person of color on the board, which includes five men and two women, according to the proxy. (Board term to last until 2024.)
  • Brian Radecki, founder, CEO and member of the board of directors of Rapa Therapeutics. (Board term to last until 2024.)
  • George Chamoun, CEO of ACV Auctions. He is the only ACV executive on the board. (Board term to last until 2025.)
  • Robert Goodman, partner at Bessemer Venture Partners (which led several big ACV investment rounds when it was a private company).
Which company executives got 15%+ raises in 2022?

The proxy statement gives insights into company executives’ base salary raises in 2022 compared to 2021. Base salary doesn’t include bonuses, stock awards and non-equity incentive plan compensation.

  • CEO Chamoun got a 38% increase in base salary, from $325,000 in 2021 to $450,000 in 2022.
  • Michael Waterman, chief sales officer, got an 18% raise (from a $275,000 to a $325,000 base salary) in 2022 compared to the year prior
  • COO Vikas Mehta received a 15% bump in base salary (from $325,000 to $375,000) in 2022 compared to the year prior.
  • CFO William Zerella got a 1.3% raise in base salary in 2022 (from $370,000 to $375,000).
  • Leanne Fitzgerald, chief legal officer, started working at ACV in February 2022 with a base salary of $300,000. The proxy document lists her base salary for last year as $325,000.

Total compensation – which includes base salaries, bonuses, stock awards, non-equity incentive plan compensation and all other compensation – for the executives in 2022 shook out to:

  • About $3.29 million for CEO Chamoun, including roughly $2.17 million in stock awards. (That’s a big difference from his $16.998 million total compensation, which included stock awards worth $16.16 million, in 2021.)
  • About $1.32 million for Waterman. That includes about $604,000 in stock awards.
  • About $1.92 million for Mehta. That includes about $1.16 million in stock awards.
  • About $1.94 million for Zerella. That includes roughly $1.16 million in stock awards.
  • About $2.39 million for Fitzgerald. That includes about $1.89 million in stock awards.
Who are the major shareholders in ACV Auctions?

The proxy statement shows entities affiliated with Bessemer Venture Partners, a venture capital and private equity firm based in San Francisco, own about 16.8 million shares, representing 39% of the total voting power within the company. That’s a drop from the more than 25 million shares, equating to 46.4% of total voting power the company had based on last year’s proxy statement.

Entities affiliated with Tribeca Venture Partners, multi-stage venture capital firm based in New York, own about 8.03 million shares (representing 18.6% of the total voting power), nearly the same as listed in last year’s proxy statement (when the shares represented 14.4% of the total voting power).

Chamoun’s ownership percentage increased from 10.9% based on last year’s proxy statement to 14.1% based on this year’s proxy statement.


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