Brian Radecki
About Brian Radecki
Independent director at ACV Auctions since February 2021; age 54. Serves on the Audit and Compensation Committees and has been designated an “audit committee financial expert.” Prior roles include CFO of CoStar Group (2007–2015) and senior operational/financial roles at CoStar (1997–2016); earlier roles at Axent Technologies, Azerty, and Lumsden & McCormick. Education: B.S. in business administration with dual degrees in accounting and finance from SUNY Buffalo.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CoStar Group, Inc. | Chief Financial Officer | 2007–2015 | Led IPO (1998), subsequent equity offerings and acquisitions; senior operational/financial leadership (1997–2016) |
| Axent Technologies, Inc. | Accounting Manager | Not disclosed | Financial reporting responsibility |
| Azerty, Inc. | Finance/Accounting | Not disclosed | Accounting/operations experience |
| Lumsden & McCormick, LLP | Public Accounting | Not disclosed | Audit and financial controls foundation |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Rapa Therapeutics | Founder, CEO, Director | Since Sept 2017 | Clinical-stage biotech; spin-out from National Cancer Institute |
| Angel Investments | Investor | Ongoing | Active angel investor across industries and stages |
Board Governance
- Independence: Board determined Radecki is independent under NYSE and SEC standards; 6 of 7 directors independent overall.
- Committee assignments: Audit (member; financial expert) and Compensation (member).
- Meeting cadence: Audit Committee 9 meetings in 2024; Compensation Committee 6 meetings in 2024; Nominating & Governance (not member) 4 meetings.
- Attendance: Directors attended 100% of Board and committee meetings in 2024; independent directors hold regular executive sessions.
- Board leadership: Independent Chair (Robert Goodman).
- Risk oversight: Audit oversees financial reporting, internal controls, cyber/information security, regulation, conflicts, and related-party transactions; Compensation oversees compensation risk, incentives, and succession planning.
Fixed Compensation
| Component | Amount | Source |
|---|---|---|
| Fees earned or paid in cash (2024) | $47,000 | Director retainer/committee fees per policy |
| Stock awards (2024) | $165,009 | Annual refresher RSU grant fair value |
| Total (2024) | $212,009 |
Policy rates applicable to Radecki’s roles:
- Annual Board Retainer: $33,500
- Audit Committee Member: $8,500
- Compensation Committee Member: $5,000
- Refresher RSU award: $165,000 grant date fair value; vests on first anniversary (or immediately before next annual meeting)
- Change in Control: Director RSUs vest in full upon a “Change in Control” (under the 2021 Equity Incentive Plan)
Historical director equity:
- Initial RSU grant at board commencement (Feb 2021): 40,000 shares; performance condition satisfied at IPO; service-based vesting one-third annually; vested fully by Feb 2024 (converted to Class A upon dual-class sunset).
Performance Compensation
- Director equity is time-based RSUs; no disclosed director PSUs or performance-conditioned equity; all director RSUs vest in full upon Change in Control as defined in the 2021 Plan.
- Company-wide compensation governance enhancements (relevant to Radecki as Compensation Committee member): introduction of PSUs for executives (2024) with stock-price condition; planned addition of rTSR metric to PSUs in 2025; increased at-risk compensation; ongoing share ownership guidelines rollout.
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Other public company boards | None disclosed for Radecki in the proxy |
| Committee interlocks | Company reported no Compensation Committee interlocks or insider participation issues in 2024 |
| Related-party context | Company maintains banking services with M&T Bank, whose CEO (René Jones) is an ACV director; fees of $153,007 (2024) and $14,238 (Q1 2025) disclosed—monitoring falls under Audit Committee purview (Radecki member). |
Expertise & Qualifications
- Financial expertise: Designated “audit committee financial expert”; extensive CFO experience at a public company.
- Strategy and governance: Skills matrix lists Leadership, Financial Experience, Strategy, Industry, Global Business, Oversight & Corporate Governance.
- Education: B.S. in business administration (accounting and finance) from SUNY Buffalo.
Equity Ownership
| Holder | Shares Owned | RSUs Vesting ≤60 Days | Options Exercisable ≤60 Days | Total Beneficial Ownership | % of Outstanding |
|---|---|---|---|---|---|
| Brian Radecki | 61,101 | 9,239 | 0 | 70,340 | <1% (based on 170,504,190 shares outstanding) |
Notes:
- No options reported for Radecki among non-employee directors at 12/31/2024.
- Hedging/pledging prohibited by insider trading policy; directors barred from margin, derivatives, short selling, and pledging ACV shares.
- Share ownership guidelines: Company in process of implementing for Board and executives (compliance status not disclosed).
Governance Assessment
- Strengths: Independent director with deep public-company finance experience; Audit Committee financial expert; full meeting attendance in 2024; committee participation in both Audit and Compensation; director pay concentrated in equity (annual refresher RSU), supporting alignment; prohibitions on hedging/pledging; clawback policy maintained and mandatory upon restatement; compensation practices use independent consultant (Compensia), market-based peers, and increased at-risk structures (PSUs/rTSR).
- Potential watch items: Company disclosed late Section 16 filings in 2024 (administrative delays); not specific to Radecki but indicates a compliance process risk to monitor; related-party banking services with M&T (fee levels disclosed)—oversight by Audit Committee (Radecki member).
- Signal for investors: Introduction of PSUs and planned rTSR metric, plus ownership guidelines and independent chair, indicate responsiveness to investor feedback and alignment efforts—positive governance trajectory with Radecki involved at committee level.