Adam Levyn
About Adam Levyn
Adam Levyn, age 41, is an independent director of Advantage Solutions (ADV) serving since October 2023; he is a Partner at Leonard Green & Partners and previously worked in private equity at KKR (2007–2009) and investment banking at Bear Stearns (Global Industrials, 2005–2007). He has served on the board of Clarivate Plc (NYSE: CLVT) since October 2020 and holds a BA in Economics from Princeton University and an MBA from Harvard Business School . He is a Class III director with a term expiring at the 2026 annual meeting .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Leonard Green & Partners, L.P. | Partner | 2011–present | Private equity leadership; services-focused investing |
| Kohlberg Kravis Roberts & Co. | Private Equity Professional | 2007–2009 | Deal experience; service businesses |
| Bear, Stearns & Co. Inc. | Global Industrials Group (Investment Banking) | 2005–2007 | Industrials coverage and transactions |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Clarivate Plc (NYSE: CLVT) | Director | Oct 2020–present | Subscription-based services governance |
| CHG Healthcare Services (Private) | Director | Not disclosed | PE portfolio board oversight |
| ExamWorks Group, Inc. (Private) | Director | Not disclosed | Board oversight |
| HUB International Limited (Private) | Director | Not disclosed | Board oversight |
| OMNIA Partners, Inc. (Private) | Director | Not disclosed | Board oversight |
| Parts Town LLC (Private) | Director | Not disclosed | Board oversight |
| Service Logic LLC (Private) | Director | Not disclosed | Board oversight |
| CPA Global Limited; Restorix Health Inc.; SRS Distribution Inc.; Tank Holdings Corp. | Former Director | Not disclosed | Prior board roles |
| Karman Topco L.P. (Topco) | Director | Not disclosed | Exercises voting/dispositive power over ADV securities via Topco board |
Board Governance
- Classification/Term: Class III; term expires in 2026 .
- Independence: Board determined Levyn is “independent” per NASDAQ rules .
- Committees: Member, Nominating & Corporate Governance Committee; committee chaired by Cameron Breitner; all members deemed independent .
- Attendance: Board met five times in 2024; each director attended at least 75% of meetings. Nominating & Corporate Governance met three times in 2024; each member attended all meetings while serving .
- Controlled-company context: ADV is a NASDAQ “controlled company” due to Topco’s majority voting power; certain governance exemptions apply (majority independent board, committee independence requirements), though Audit Committee meets Sarbanes‑Oxley independence requirements .
Fixed Compensation
| Item | Policy Detail | Adam Levyn 2024 Actual |
|---|---|---|
| Annual cash retainer | $100,000 | $0 (not eligible under policy) |
| Committee chair additional retainers | Audit: $20,000; Human Capital: $17,500; Nominating & Corporate Governance: $17,500 | $0 (not eligible; not a chair) |
| Meeting fees | Not disclosed | Not disclosed |
| Eligibility note | Certain directors were not eligible for non‑employee director compensation in 2024 | Levyn not eligible |
- Non‑employee director compensation policy exists; Levyn was excluded from eligibility in 2024 along with select other directors (linked to sponsor/stockholder designations) .
Performance Compensation
| Equity Component | Policy Amount/Structure | Vesting/Terms |
|---|---|---|
| Annual RSU grant | $175,000 grant-date fair value to eligible non‑employee directors at annual meeting | Vests on earlier of: day before next annual meeting or first anniversary; CIC accelerates; deferral election available starting 2025 |
| Initial RSU grant (mid‑cycle appointees) | Prorated from $175,000 based on days remaining to next annual meeting | Same vesting mechanics as above |
- Adam Levyn received no director RSUs in 2024 because he was not eligible under the Company’s non‑employee director compensation policy .
- Directors’ equity awards are time‑based (no performance metrics for directors); change‑in‑control provides full vesting .
Other Directorships & Interlocks
| Company | Public/Private | Role | Interlock/Conflict Considerations |
|---|---|---|---|
| Clarivate Plc (NYSE: CLVT) | Public | Director | No ADV-related transactions disclosed; informational interlock via PE networks |
| Topco (Karman Topco L.P.) | Private partnership | Director | Exercises voting/dispositive power over ADV via majority ownership; controlled-company governance |
| Multiple LGP portfolio companies (CHG Healthcare, ExamWorks, HUB, OMNIA, Parts Town, Service Logic) | Private | Director | Sponsor-designated governance roles; potential perceived influence on ADV via LGP affiliation |
Expertise & Qualifications
- Education: BA Economics (Princeton), MBA (Harvard Business School) .
- Functional expertise: Private equity investing, finance, service businesses; prior investment banking experience in Industrials .
- Governance qualifications: Determined independent; service on Nominating & Corporate Governance Committee .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class A Outstanding | Notes |
|---|---|---|---|
| Adam Levyn | 15,450,000 | 4.8% | Shares affiliated with Green Funds PIPE subscription; voting/investment power may be deemed shared; disclaims beneficial ownership except pecuniary interest |
| Shares Outstanding (reference) | 323,370,226 | — | As of April 4, 2025 |
- Anti‑hedging/anti‑pledging policy: Officers/directors are prohibited from hedging and pledging Company securities; applies to household members and controlled accounts/entities .
Governance Assessment
- Board effectiveness: Levyn contributes finance and services expertise and is active on the Nominating & Corporate Governance Committee; attendance disclosures indicate compliance with board and committee participation norms .
- Independence and controlled structure: While the Board deems Levyn independent, ADV is a controlled company with Topco retaining approval rights on major actions and sponsor/stockholder designation rights for directors and committee representation—this can constrain board autonomy relative to non‑controlled peers .
- Ownership alignment: Levyn had no director pay in 2024 but is associated with a 4.8% beneficial stake via Green Funds, aligning interests; anti‑hedging/pledging policy reduces alignment risks from collateralization .
- Potential conflicts and related-party exposure: Footnotes indicate shared voting/investment power with Green Funds and Topco board control over ADV securities; sponsor designation rights to committees add perceived influence of LGP/CVC over governance processes. Levyn disclaims beneficial ownership except for pecuniary interest, which partially mitigates direct conflict but not influence optics .
RED FLAGS
- Controlled-company exemptions reduce independence requirements for certain committees (except Audit), potentially limiting minority shareholder influence over nominations and compensation structures .
- Stockholders Agreement grants LGP, CVC, CP Sponsor designation rights to board seats and committee representation while ownership thresholds are met—sustained sponsor influence risk .
- Shared voting/dispositive power via Topco and Green Funds may create perceived conflicts, though disclosures and disclaimers are provided .
Say-on-pay support was strong (97.2% in 2024), indicating shareholder comfort with compensation practices; however, this relates to executives, not directors .