Joseph Levin
AngiAbout Joseph Levin
Joseph Levin, age 45, is Angi’s Executive Chairman (since April 1, 2025), a director since September 2017, and previously served as Angi’s CEO from October 10, 2022 to April 4, 2024; he also served as CEO of IAC from June 2015 to March 31, 2025 . The Board highlights his high financial literacy and expertise in M&A and strategic transactions; he serves on boards of MGM Resorts (since March 2020) and Warner Bros. Discovery (since January 2025) . Company pay-versus-performance shows Angi’s $100 TSR at $19.60 in 2024 versus Russell 1000 Technology at $307.93, with GAAP net earnings of $36.0M in 2024 (following losses in prior years), providing context for performance during his leadership and board tenure .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Angi Inc. | Executive Chairman | Apr 2025–present | Oversight of strategic goals and vision with a separate full-time CEO structure . |
| Angi Inc. | Chairman of the Board | Sep 2017–Mar 31, 2025 | Board leadership; not independent; committees composed solely of independent directors . |
| Angi Inc. | Chief Executive Officer | Oct 10, 2022–Apr 4, 2024 | CEO role during period of operational changes and performance reviews cited in 2024 CD&A . |
| IAC | Chief Executive Officer & Director | Jun 2015–Mar 31, 2025 | Led parent company; deep expertise in M&A, investments, strategic transactions . |
| IAC Search & Applications | Chief Executive Officer | Jan 2012–2015 | Oversaw desktop software, mobile apps and media properties . |
| Mindspark Interactive Network (IAC) | Chief Executive Officer | Nov 2009–Jan 2012 | Operating leadership within IAC portfolio . |
| IAC (Corporate) | Strategy, M&A, Finance roles | 2003–2009 | Strategic planning, M&A, finance foundation . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| MGM Resorts International | Director | Since Mar 2020 | Public company board service . |
| Warner Bros. Discovery, Inc. | Director | Since Jan 2025 | Public company board service . |
| Turo Inc. | Director | Jul 2019–Feb 2025 | IAC was largest shareholder . |
| Vimeo, Inc. | Director; Chairman | May 2021–Mar 2023 | Prior board chair role . |
| Match Group, Inc. | Director | Oct 2015–Sep 2022 | Prior public company board . |
| Groupon, Inc. | Director | Mar 2017–Jul 2019 | Prior public company board . |
| Wharton School | Undergraduate Executive Board | Ongoing | Academic advisory role . |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | $120,472 | $483,333 | $130,833 |
| Bonus ($) | $330,000 | $1,619,667 | $478,750 |
| Stock Awards ($) | — | — | — |
| All Other Compensation ($) | — | — | $5,000 |
| Total ($) | $450,472 | $2,103,000 | $614,583 |
Notes:
- During his Angi CEO tenure, Levin received compensation from IAC, with a portion allocated to Angi based on time spent, confirmed by the Committee’s review of methodology and peer data .
- He did not receive Angi or IAC equity awards in 2024 .
Performance Compensation
- Program design: Angi’s executive compensation emphasizes discretion over formulaic metrics; annual bonuses consider non-formulaic factors such as revenue/profitability, strategy execution, and reinvestment, without fixed weightings .
- 2024 equity awards: Levin received no Angi or IAC equity awards in 2024; therefore, no PSU/RSU metrics, weightings, or vesting schedules apply to him for 2024 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership (as of Apr 21, 2025) | 500,860 Angi Class A shares; 1.0% of class . |
| Vested vs. unvested Angi awards | No Angi equity awards outstanding as of Dec 31, 2024 . |
| Options (other companies) | IAC options: 400,000 @ $15.7064 exp 6/24/2025; 200,000 @ $8.2070 exp 2/10/2026; 300,000 @ $15.4503 exp 2/14/2027. Match options: 431,680 @ $12.9987 exp 2/10/2026; 647,520 @ $24.4523 exp 2/14/2027. Vimeo options: 324,700 @ $2.5430 exp 2/10/2026; 487,050 @ $4.7874 exp 2/14/2027 . |
| 2024 option exercises (value realized) | IAC: $4,321,160; Vimeo: $1,021,636 . |
| Pledging/Hedging | Angi prohibits pledging, margin accounts, short sales, options, and hedging by directors/officers/employees . |
| Ownership guidelines | Angi NEO stock ownership guidelines exist; Levin, as Angi CEO in 2022–2024, complied with IAC’s stock ownership policy and effectively bore Angi exposure via IAC holdings . |
| Long-term lock-up (IAC ETA) | On Jan 13, 2025, Levin received 5,008,600 fully vested Angi Class B shares and $9,346,585 in cash, representing the aggregate value of 11,000,000 fully vested Angi Class A shares; he converted B to A and is restricted from transferring these A shares before Mar 31, 2031, with limited exceptions . |
Employment Terms
- Role structure: Angi’s leadership separates an Executive Chairman (Levin) from a full-time CEO, with independent committees overseeing key governance areas .
- Executive Chairman pay setting: The Committee set Levin’s Executive Chairman compensation using market data for comparable roles and anticipated strategic contributions; specific amounts not disclosed .
- Historical CEO pay allocation: When CEO of Angi, Levin’s compensation was paid by IAC with a portion allocated to Angi based on time spent; IAC allocated $2.4M (2024), $9.4M (2023), and $2.1M (Oct 10–Dec 31, 2022) in costs to Angi for his services and related expenses .
- Change-of-control (historical): Levin’s IAC restricted stock award (3,000,000 shares; fair value $129.42M at 12/31/24) would have vested upon an IAC change-in-control or qualifying termination within two years; the award was forfeited in Jan 2025 as part of IAC Employment Transition Agreement, replaced by Angi shares and cash with long-term transfer restrictions .
Board Governance
- Independence: Levin is not independent; Angi’s Audit, Compensation & Human Capital, and Nominating & Corporate Governance Committees are entirely independent .
- Committee roles: Audit (Haas, Chair; Evans; Philips), Compensation & Human Capital (Evans, Chair; Buchanan; Haas; Welch), Nominating & Corporate Governance (Schiffman, Chair; Pickett) — Levin is not a committee member .
- Board activity: The Board met six times and executed three written consents in 2024; all incumbent directors attended at least 75% of meetings/committees .
- Executive sessions: Independent directors meet in executive session at least twice annually; no lead independent director designated .
Compensation Structure Analysis
- Discretionary bonus framework rather than formulaic metrics suggests flexible pay-for-performance calibration; Committee uses market input (Compensia) but avoids rigid benchmarking, emphasizing individualized, situational decisions .
- Equity mix trends: Angi has emphasized RSUs/PSUs for other NEOs; options are rarely used in recent years; Levin had no Angi equity awards in 2024 .
- Clawback: Angi adopted a Dodd-Frank/Nasdaq-compliant clawback policy in 2023 covering incentive-based compensation for current and former executive officers in the event of specified restatements, regardless of misconduct .
Performance & Track Record
| Metric | FY 2020 | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|---|
| Company TSR ($100 initial) | $155.79 | $108.74 | $27.74 | $29.40 | $19.60 |
| Peer Group TSR ($100 initial, Russell 1000 Tech) | $148.89 | $204.24 | $133.55 | $222.87 | $307.93 |
| GAAP Net Earnings (Loss) ($) | (6,283,000) | (71,378,000) | (128,450,000) | (40,940,000) | 36,000,000 |
Notes:
- Angi’s program did not tie NEO pay to specific financial metrics; CAP relationships to GAAP are considered coincidental .
Related Party Transactions
- IAC relationships: Services Agreement (legal, finance, audit, treasury, benefits, cyber, insurance, tax) with charges of $3.9M (2024), $6.4M (2023), $3.8M (2022); Tax Sharing Agreement with $1.6M payable at 12/31/24 and $5.1M payments in 2024; Employee Matters Agreement addressing benefits and equity award reimbursements; sublease arrangements; advertising from an IAC subsidiary ($1.1M in 2024) .
- CEO compensation allocation: IAC allocated costs for Levin’s Angi CEO service as noted above; Angi considered the methodology reasonable .
Risk Indicators & Red Flags
- Hedging/pledging prohibited; mitigates misalignment via derivatives or margin pledges .
- Clawback policy in place; governance control on incentive recovery .
- Dual-role history: Levin concurrently served as Angi CEO and Board Chair (Oct 2022–Apr 2024); currently Executive Chairman and non-independent director, while committees remain independent; no lead independent director, but executive sessions occur at least twice annually .
- Long-term transfer restrictions on significant Angi share grant (through 2031) reduce near-term insider selling pressure .
Compensation Committee Analysis
- Composition: Evans (Chair), Buchanan, Haas, Welch — all independent; met five times and acted by written consent eleven times in 2024 .
- Consultant use: Compensia engaged for market assessments and best practices; Committee determined no conflict of interest .
- Authority: Oversees CEO/Executive Officer compensation, severance/change-in-control provisions, human capital oversight; produces CD&A and Compensation Committee Report .
Equity Ownership & Beneficial Owners Context
- Top holders include Barry Diller (7.0%), with other institutional holders; Levin beneficially owns 500,860 shares (1.0%) as of record date .
Investment Implications
- Alignment and selling pressure: The 2031 transfer restriction on a large Angi share position materially limits near-term insider selling, signaling long-term alignment, while Angi’s anti-hedging/pledging policies strengthen alignment .
- Governance checks: Levin is non-independent and serves as Executive Chairman; however, all key committees are independent and hold executive sessions, partially mitigating dual-role concerns despite the absence of a lead independent director .
- Pay-for-performance: Discretionary bonuses without fixed formulas can flex to strategy execution but create less direct linkage to specific financial metrics; investors should monitor CD&A narratives and pay-versus-performance outcomes over time .
- Performance context: TSR underperformance versus the Russell 1000 Technology peers and prior-year GAAP losses reversed to 2024 profitability; continued operational execution under the CEO with strategic oversight by Levin remains key .