Greg Belinfanti
About Greg Belinfanti
Independent director of AdaptHealth (AHCO), age 50, serving since September 2021; current Class I director with term expiring at the 2026 annual meeting. Senior Managing Director and Investment Committee member at One Equity Partners (OEP); BA in Politics from NYU and JD from Harvard University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| One Equity Partners | Senior Managing Director; Investment Committee member | Not disclosed | Led numerous healthcare transactions |
| Lehman Brothers (Investment Banking) | Vice President, Global Healthcare | Prior to OEP (dates not disclosed) | Healthcare sector M&A advisory |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| InfuCareRx | Director | Not disclosed | Healthcare services |
| Montgomery Transportation | Director | Not disclosed | Transportation |
| Ernest Health | Director | Not disclosed | Post-acute care |
| AMT | Director | Not disclosed | Healthcare services |
Board Governance
- Classification and term: Class I, term through the 2026 annual meeting as the board completes declassification by 2026 .
- Committees: Compensation Committee member; Corporate Compliance & Governance Committee member; not a chair .
- Independence: Board determined Belinfanti is independent under Nasdaq Rule 5605; committee independence confirmed .
- Attendance: Board met 9 times in 2024; no incumbent director attended fewer than 75% of board or applicable committee meetings .
- Governance reforms (context): Declassification by 2026; potential Lead Independent Director role if Chair is not independent; resignation policy if “Withheld” votes exceed “For” .
Fixed Compensation (Director)
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Standard non-employee director retainer |
| Committee membership fees | $20,000 | $10,000 per committee for Compensation and Compliance membership |
| Chair fees | $0 | Not a chair (Audit $40k; Compensation/Compliance $20k for chairs) |
| Total cash fees (2024) | $120,000 | As reported for Belinfanti |
Performance Compensation (Director)
| Equity Grant | Shares | Grant Date | Vesting | Fair Value (USD) |
|---|---|---|---|---|
| Annual restricted stock | 15,629 | 2024-06-24 | 100% vests at 2025 annual meeting | $158,791 (grant-date fair value) |
| Equity grant policy (directors) | — | — | Annual RS grant targeted at $165,000 value; value set using 20-day VWAP before meeting | Policy overview |
| Fee deferral policy (directors) | — | Effective 2025-05-30 | Directors may elect RSUs in lieu of cash fees; RSUs settle at termination; automatic settlement before change in control (Section 409A compliant) | Policy details |
Note: Director equity is time-based; no performance metrics are attached to director equity grants .
Other Directorships & Interlocks
- OEP designation rights: OEP retains right to designate a director while holding ≥25% under the OEP Investment Agreement; OEP’s current designee is Gregory Belinfanti .
- Significant holders: OEP AHCO Investment Holdings LLC beneficially owns ~10.19% of AHCO (13,818,180 shares) .
- Related-party exposures (company-level disclosures; director not named):
- “A director” is an employee of a >5% beneficial owner; that beneficial owner is a minority shareholder of a vendor supplying medical equipment/supplies. Payments to this vendor were ~$14.5m (Q3 2025) and $53.4m (9M 2025) .
- “A director” serves on the board of a third-party payor doing business with the company; net revenue from that payor ~1.0% of consolidated net revenue in Q3 and 9M 2025 .
Expertise & Qualifications
- Legal and finance training (JD; investment banking VP) with extensive healthcare deal experience at OEP .
- Board experience across multiple healthcare businesses; committee service on AHCO’s Compensation and Corporate Compliance & Governance Committees .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Shares Outstanding | Notes |
|---|---|---|---|
| Gregory Belinfanti | 45,408 | <1% | As of 04/24/2025 |
| Insider trading/pledging | — | — | Company’s Insider Trading Policy prohibits pledging and hedging; no exemptions previously granted to any executive officer; directors are covered |
Governance Assessment
- Committee effectiveness: Belinfanti sits on Compensation and Corporate Compliance & Governance Committees that met five and four times in 2024, respectively—key venues for oversight of pay, governance policy, ESG/compliance, and board composition .
- Independence and alignment: Board has affirmed independence despite OEP’s >10% stake and designation rights; while permissible under Nasdaq rules, investors should monitor potential influence channels given OEP’s ownership and Belinfanti’s OEP role .
- Attendance and engagement: No attendance concerns reported for incumbents; board met 9 times in 2024 .
- Director pay structure: Mix of cash ($120k for Belinfanti in 2024) and time-based equity (15,629 shares; $158,791 FV) with optional deferral to RSUs; directors’ deferred RSUs settle on termination and automatically settle prior to a change-in-control (single-trigger for settlement, not vesting) .
- Shareholder signals: Say-on-pay support was high (96.8% in 2024); in 2025, votes were 105,733,612 “For” vs 6,409,613 “Against” (non-binding), indicating continued investor support for compensation governance .
RED FLAGS to monitor
- Significant holder-linked transactions: Material payments to a vendor partially owned by a >5% holder where “a director” is employed—raises related-party optics even if immaterial balances at period end; names not disclosed in the filing .
- Payor interlock: “A director” on the board of a payor contributing ~1% of net revenue—monitor for conflicts and recusal practices .
- Litigation/compliance backdrop: Ongoing FCA investigative demands (humidifiers; respiratory devices) and derivative actions heighten compliance oversight demands on relevant committees .
Overall: Belinfanti brings deep healthcare investment and board experience to Compensation and Governance oversight with affirmed independence; however, OEP’s ownership and designation rights, plus company-level related-party exposures, warrant ongoing monitoring for conflicts, recusals, and transparency in committee deliberations .