Joel Alsfine
ASBURY AUTOMOTIVE GROUPAbout Joel Alsfine
Joel Alsfine (age 55) is an independent director of Asbury Automotive Group (ABG) since 2015. He is Chief Investment Officer of Rugger Management, LLC; previously he spent 21 years at MSD Capital L.P., serving as partner (2014–2020) and senior advisor (2020–2023), and earlier held roles at TG Capital Corp. and as an Engagement Manager at McKinsey & Co. He currently serves on ABG’s board with deep capital markets and risk management expertise; the Board characterizes him as providing valuable insight into audit, capital allocation and risk management issues. He is independent under NYSE and ABG guidelines.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Rugger Management, LLC | Chief Investment Officer | Current | Capital markets leadership |
| MSD Capital L.P. | Partner; Senior Advisor | Partner: 2014–2020; Sr. Advisor: 2020–2023 | Financial/investment expertise shaping risk oversight |
| TG Capital Corp. | Managing Director | 2000–2002 | Private equity investing |
| McKinsey & Co. | Engagement Manager | Prior to 2000 | Strategy and operations advisory |
| Fisher Hoffman Stride (Johannesburg) | Professional staff | Prior to 2000 | Finance/accounting experience |
| ABG Capital Allocation & Risk Management Committee (historical) | Chair | April 2018 onward (historical) | Led capital allocation and enterprise risk oversight |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Life Time Group Holdings Inc. | Director | Current | Audit Committee and Capital Allocation Committee member |
| Party City Holdco Inc. | Director | Historical | Audit Committee member |
| CC Neuberger Principal Holdings II | Director | Historical | Director |
Board Governance
- Committee assignments (current): ABG’s nominee profile lists Alsfine on Audit, Compensation & Human Resources, and the ad hoc Transaction Committee; the standing committee roster shows him on Capital Allocation & Risk Management and Compensation & Human Resources, with Transaction Committee membership and no meetings in 2024. This indicates a rotation between Audit and Capital Allocation across disclosures in 2025.
- Chair roles: Previously served as Chair of Capital Allocation & Risk Management (from April 2018); the current chair is William D. Fay.
- Independence: Board affirms all directors other than the CEO are independent under NYSE and Company standards; Alsfine is listed as “Independent Director.”
- Attendance: In 2024, the Board held 7 meetings and each current director attended at least 75% of Board and committee meetings; non-management directors held 6 executive sessions.
- Board composition: 90% independent directors.
Fixed Compensation
- ABG director fee structure (2024):
- Annual retainer: Non-management directors $55,000; Committee chair fees: Audit $25,000; Capital Allocation & Risk Management $15,000; Compensation & Human Resources $20,000; Governance & Nominating $15,000; Non-Executive Chairman $160,000. Meeting fees: $2,000 (in-person Board and major committees), $1,000 (telephonic), $1,500 (Audit telephonic, Transaction Committee, Executive Committee to chair).
- Perquisites: Offered use of a motor vehicle; costs include transport, taxes, repairs, maintenance.
| Year | Fees Earned or Paid in Cash | Stock Awards | All Other Compensation | Total |
|---|---|---|---|---|
| 2021 | $123,500 | $135,028 | $1,043 | $259,571 |
| 2022 | $115,500 | $135,038 | $4,594 | $255,132 |
| 2023 | $98,000 | $154,904 | $13,603 | $266,507 |
| 2024 | $88,500 | $209,950 | $18,592 | $317,042 |
Performance Compensation
- Annual equity grants to non-management directors (2024): Common stock valued at approximately $210,000; vests immediately upon grant; 968 shares granted on February 20, 2024 (grant-date fair value $209,950).
| Grant Date | Shares Granted | Grant-Date Fair Value | Vesting Terms |
|---|---|---|---|
| Feb 20, 2024 | 968 | $209,950 | Immediate vesting upon grant |
Note: Director equity awards are time-based, not tied to performance metrics; ABG explicitly uses performance metrics for executive compensation, not director pay.
Other Directorships & Interlocks
| Company | Industry Overlap with ABG | Committee Roles | Potential Interlock/Conflict Notes |
|---|---|---|---|
| Life Time Group Holdings Inc. | None (fitness/health clubs) | Audit; Capital Allocation | No disclosed related-party dealings with ABG; low direct conflict risk |
| Party City Holdco Inc. (historical) | None (consumer party goods) | Audit | Historical role; no current interlock in ABG disclosures |
| CC Neuberger Principal Holdings II (historical) | SPAC | Director | Historical role; no current interlock disclosed |
Expertise & Qualifications
- Capital markets and investment experience from MSD Capital; Board deems his understanding of market complexities valuable for strategy in auto retail.
- Risk management and financial oversight background suited to audit and capital allocation topics.
- Strategic advisory pedigree from McKinsey & Co.
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding Shares | Notes |
|---|---|---|---|
| Joel Alsfine | 9,448 | <1% | Beneficial ownership per SEC rules includes shares acquirable within 60 days |
| ABG Shares Outstanding (Record Date 3/26/2025) | 19,657,706 | — | Basis for ownership % calculations |
- Ownership guidelines: Directors must own at least 5x annual retainer; all current directors have achieved requirements or have time remaining.
- Hedging/pledging: ABG prohibits directors and officers from hedging or pledging ABG stock; short-term trading strongly discouraged.
Governance Assessment
- Strengths: Long tenure (since 2015) with deep capital markets expertise; independent status; consistent meeting attendance; equity ownership aligned under ABG’s ownership guidelines; strong prohibitions on hedging/pledging enhance alignment; robust committee engagement (Compensation & HR and either Audit or Capital Allocation per 2025 disclosures) supporting oversight of pay, capital deployment, and risk.
- Compensation mix: Increase in equity grants to directors (968 shares; ~$210k in 2024) and modest cash fees, with vehicle-use perquisite disclosed and costed—typical in auto retail but a potential optics consideration for some investors.
- Committee dynamics: Biography lists Audit membership, while the standing committee roster shows Capital Allocation; Transaction Committee membership noted but inactive in 2024—investors should monitor annual committee rosters for clarity on audit oversight involvement.
- Related-party safeguards: Formal related-person transaction policy; vehicle purchase/lease program available to directors and families, reviewed for arm’s-length terms; board determined these relationships did not impair independence.
- Shareholder signals: Company’s say‑on‑pay support >99% in 2024 indicates broad investor confidence in compensation governance; while focused on executives, it reflects overall governance credibility.
RED FLAGS to monitor
- Committee disclosure consistency: Ensure final committee membership clarity (Audit vs. Capital Allocation) given differing statements in 2025 materials.
- Perquisites optics: Vehicle-use costs are disclosed; while industry-typical, some investors may prefer reduced perquisites—watch for trend escalation.