Stephanie G. DiMarco
About Stephanie G. DiMarco
Stephanie G. DiMarco, age 67, has served on APAM’s Board since February 2013 and as Independent Chair since August 2021; following the 2025 Annual Meeting she will transition to Lead Independent Director and join the Compensation Committee and the Governance & Sustainability Committee . She founded Advent Software in 1983 and held senior roles including CEO (2003–2012), CFO (2008–2009), and chair of Advent’s board (2013–2015), bringing deep technology and investment-management industry expertise to APAM .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Advent Software, Inc. | Founder | June 1983–present (founder) | Founded leading investment management software company |
| Advent Software, Inc. | Chief Executive Officer | May 2003–June 2012 | Led public company operations and strategy |
| Advent Software, Inc. | Chief Financial Officer | July 2008–September 2009 | Finance leadership; public company reporting |
| Advent Software, Inc. | Chair of Board | September 2013–July 2015 | Board leadership; public company governance |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| UC Berkeley College of Engineering | Advisory Board Member | Current | Academic advisory role |
| Summer Search (non-profit) | Director | Current | Non-profit governance |
| NYCA (venture capital) | Advisor | Current | VC advisor; private board exposure |
| UC Berkeley Foundation | Trustee (former) | Past | Former trustee |
| UC Berkeley Haas School of Business | Advisory Board Member (former) | Past | Former advisor |
| San Francisco Foundation | Trustee; Chair, Investment Committee (former) | Past | Chaired investment committee |
| Several private companies | Board Member | Current | Member of several private company boards |
Board Governance
- Independence: The Board determined Ms. DiMarco is independent under NYSE listing standards; the Board will have five independent directors post-Annual Meeting .
- Leadership: Independent Chair since August 2021; will become Lead Independent Director post-Annual Meeting, with codified responsibilities including presiding over executive sessions and acting as liaison with management and shareholders .
- Committees: Will join the Compensation Committee and the Governance & Sustainability Committee immediately following the Annual Meeting; all standing committees are 100% independent .
- Attendance: In 2024 the Board met 5 times; Audit 7; Compensation 4; Governance & Sustainability 4. Each director attended at least 75% of Board/committee meetings; all seven directors attended the 2024 annual meeting; executive sessions were held with the independent Chair presiding .
Committee Assignments (post-Annual Meeting)
| Committee | Membership | Chair |
|---|---|---|
| Compensation | Member (DiMarco) | Chair: Jeffrey A. Joerres |
| Governance & Sustainability | Member (DiMarco) | Chair: Matthew R. Barger |
| Audit | Not listed as member | Chair: Saloni S. Multani |
Fixed Compensation
| Component (2024) | Amount ($) | Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | 75,000 | Paid quarterly; DiMarco elected RSUs in lieu of cash |
| Independent Chair additional cash retainer | 125,000 | DiMarco elected RSUs in lieu of cash |
| Committee chair retainers (reference) | 50,000 (Audit); 40,000 (Comp/Gov) | DiMarco was Independent Chair, not a committee chair in 2024 |
All 2024 cash entitlements for non-employee directors, including DiMarco’s $75,000 director retainer and $125,000 Independent Chair retainer, were taken as RSUs via election; one-quarter of cash-in-lieu RSUs vested each quarter in 2024 .
Performance Compensation
| Equity Award (2024) | Grant Value ($) | Type | Key Terms |
|---|---|---|---|
| Standard annual director equity grant | 125,000 | RSUs | Dividend equivalents; delivery on earlier of change in control or termination of Board service |
| RSUs in lieu of cash (director + chair retainers) | 200,000 | RSUs | One-quarter vested each quarter in 2024 |
| Total Stock Awards (as reported) | 325,000 | RSUs | Reported in 2024 director compensation table |
| Performance Metrics | Disclosed? |
|---|---|
| TSR, revenue/EBITDA, ESG targets, etc. | Not disclosed for director compensation; awards are time-based RSUs with delivery/vesting terms |
Other Directorships & Interlocks
| Company | Current Role | Committee Roles | Interlock/Conflict Notes |
|---|---|---|---|
| Advent Software, Inc. (public, historical) | Chair of Board (past); CEO (past) | — | Past public company directorship; no current public company board disclosed |
No current public company directorships for DiMarco are disclosed; current roles include non-profit/academic boards and private company boards .
Expertise & Qualifications
- Founder and former CEO/CFO of Advent Software; extensive technology and investment management industry experience offering insight into operations of public companies .
- Recognized Board leadership at APAM (Independent Chair transitioning to Lead Independent Director) .
- Governance and sustainability oversight experience to be formalized via committee memberships post-Annual Meeting .
Equity Ownership
| Measure | Value | Date/Context |
|---|---|---|
| Beneficial ownership – Class A shares | 149,682; less than 1% of Class A | As of April 10, 2025 (ownership table) |
| RSUs outstanding (compensation table) | 71,229 | As of December 31, 2024 |
| Footnote breakdown of holdings | 44,557 RSUs held directly; 20,308 Class A via charitable trust; 50,770 Class A and 34,047 RSUs via living trust (DiMarco is trustee with voting/investment authority) | As of April 10, 2025 |
| RSU terms | Dividend equivalents; delivery on earlier of change in control or termination of service | 2024 director program |
Hedging is prohibited for directors; pledging is restricted during blackout or when in possession of MNPI; no pledging is indicated in DiMarco’s footnotes .
Governance Assessment
- Alignment: DiMarco elected to take all 2024 cash compensation in RSUs, increasing equity exposure and alignment; total reported stock awards were $325,000 for 2024 .
- Independence & leadership: Independent under NYSE standards; experienced Board leader transitioning to Lead Independent Director with clear responsibilities that enhance oversight quality .
- Engagement: Board/committee cadence (5/7/4/4 meetings) and ≥75% attendance for all directors, with executive sessions at each regular meeting and full attendance at the 2024 annual meeting support effective governance .
- Compensation structure: Director equity delivered only upon change in control or termination, with quarterly vesting for cash-in-lieu RSUs; no performance metrics disclosed for director awards, consistent with market practice for non-employee directors .
- Related-party/Conflicts: 2025 proxy related-party section lists parties to IPO-related agreements and other holders; DiMarco is not listed among related parties, and her ownership footnotes show trust-held shares and RSUs without pledging disclosures .
- Consultant oversight: Director compensation reviewed with data from McLagan, indicating use of an external compensation consultant framework .
Red Flags: None evident in the proxy specific to DiMarco—no related-party transactions disclosed involving her, no pledging disclosures, and compliance with independence standards; attendance thresholds met per Board disclosure .