ACV's annual proxy statement offers a peek under the hood of one of Buffalo's biggest startup success stories so far.
The Buffalo-based company, an online marketplace business for automotive dealers, recently filed its third proxy statement since going public in 2021, and the documents share information such as the board’s makeup and executives' compensation.
Proxy statements, which contain pages of information on a company, are filed once a year. From investors to employees, ACV’s successes have huge potential impacts for the local economy.
“In 2023, the ACV team continued to execute on our mission to digitally transform the automotive industry, resulting in strong financial performance and continued market share gains, while delivering best-in-class services to our dealer and commercial partners,” CEO George Chamoun wrote in a letter introducing the proxy statement. “We also continued to invest in our ACV team, enabling us to expand our nationwide marketplace, and further enhance ACV’s differentiated data and technology moat. All of this was accomplished during another year of challenging market dynamics in the automotive industry.”
ACV (Nasdaq: ACVA) shares sold for $25 when the company first went public on the Nasdaq stock exchange. It closed at $17.80 on Wednesday.
Who is on the ACV board?
This year’s shareholders meeting, scheduled for 4 p.m. May 29, will feature the election of three board members: Kirsten Castillo, who previously served as chief operating officer of GlobalTranz Enterprises Inc.; René Jones, M&T Bank chairman and CEO; and Brian Radecki, founder, CEO and member of the board of directors of Rapa Therapeutics.
Castillo and Jones have been on the ACV board since 2020 and Radecki has been on the board since 2021. For all three, their current terms are set to end this year.
The other four board members are:
- George Chamoun, CEO of ACV. He is the only ACV executive on the board. (Board term to last until 2025.)
- Brian Hirsch, co-founder and managing partner of Tribeca Venture Partners. (Board term lasts until 2026.)
- Eileen Kamerick, an adjunct law school professor who previously served as chief financial officer at several companies. (Board term lasts until 2026.)
- Robert Goodman, partner at Bessemer Venture Partners, which led several big ACV investment rounds when it was a private company. (Board term lasts until 2025.)
How diverse is ACV’s board?
The proxy statement spells out the diversity of ACV’s board, both by gender and race as well as age.
Jones is the only racially or ethnically diverse member. Kamerick and Castillo are female members.
The other four members are “non-diverse” directors, the proxy statement says.
The age composition of the board includes: two directors ages 40 to 50, three directors ages 51 to 60 and two directors ages 61 and older.
Which ACV executives got raises in 2023?
How do the highest-paid executive officers’ base salaries shake out? The 2024 proxy statement sheds light on that.
Base salary doesn’t include bonuses, stock awards and non-equity incentive plan compensation.
- CEO Chamoun got a 10.5% increase in base salary, from $424,120 in 2022 to $468,750 in 2023.
- CFO William Zerella got a 13.3% raise in base salary in 2023 (from $ 373,958 to $423,750).
- COO Vikas Mehta received a 16.2% bump in base salary (from $364,583 to $423,750) in 2023 compared to the year prior.
- Michael Waterman, chief sales officer, got an 16.4% raise (from a $314,583 to a $366,250 base salary) in 2023 compared to the year prior.
- Craig Anderson, chief corporate development and strategy officer, had a 2023 base salary of $377,500. He was not included in the 2022 proxy statement’s list of most highly compensated executive officers.
Total compensation – which includes base salaries, bonuses, stock awards, non-equity incentive plan compensation and all other compensation – for the executives in 2023 shook out to:
- About $6.65 million for CEO Chamoun, including roughly $5.42 million in stock awards.
- About $3.49 million for Zerella. That includes about $2.58 million in stock awards.
- About $3.49 million for Mehta. That includes roughly $2.58 million in stock awards.
- About $3.43 million for Waterman, including about $2.58 million in stock awards.
- About $2.73 million for Anderson. That includes roughly $1.94 million in stock awards.
According to the proxy statement, the median pay for an ACV employee is $69,172.
Who are the majority shareholders in ACV?
Entities affiliated with Bessemer Venture Partners, a venture capital and private equity firm based in San Francisco, own about 7.7 million shares, representing 21.4% of the total voting power within the company. That’s a drop from about 16.8 million shares that represent 39% of the total voting power that the firm had listed in last year’s proxy statement.
The proxy statement before that, the firm had more than 25 million shares, equating to 46.4% of total voting power in the company.
Entities affiliated with Tribeca Venture Partners, multi-stage venture capital firm based in New York, own about 6.2 million shares, representing 17.3% of the total voting power. That’s a slight drop in voting power compared to the 18.6% listed in last year’s proxy statement.
Chamoun’s ownership percentage is 11.7% with about 4.2 million shares. His voting power has fluctuated a bit from 14.1% listed in last year’s proxy statement to 10.9% based on the year prior’s proxy statement.
