Daniel Pianko
AMERICAN PUBLIC EDUCATIONAbout Daniel S. Pianko
Independent Board Chair of APEI since March 2025; director since June 2020. Age 49. Founder and Managing Director at Achieve Partners (since January 2019) and University Ventures (since April 2011); prior experience in investment banking at Goldman Sachs, hedge fund analysis, public/private investment oversight for the Philadelphia School District, and launching a student loan fund. Board service includes Education Excellence Corporation, Tiber Health, Yellowbrick Learning, Ro Health Inc., and the Board of Trustees of Harlem Village Academies. Skills emphasize investor expertise in higher education and sector-specific strategy.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Achieve Partners | Founder; Investor & Managing Director | Jan 2019–present | Higher education investment expertise |
| University Ventures | Founder; Investor & Managing Director | Apr 2011–present | Higher education investing and governance insights |
| Philadelphia School District (public/private investments) | Chief of Staff | Not disclosed | Oversight of investment processes |
| Student loan fund | Founder | Not disclosed | Capital formation; education finance |
| Goldman Sachs | Investment Banking (start of career) | Not disclosed | Capital markets and corporate finance |
| Hedge fund | Analyst | Not disclosed | Investment research |
External Roles
| Organization | Role | Tenure | Public/Private | Committees/Impact |
|---|---|---|---|---|
| Education Excellence Corporation | Director | Not disclosed | Private | Not disclosed |
| Tiber Health | Director | Not disclosed | Private | Not disclosed |
| Yellowbrick Learning | Director | Not disclosed | Private | Not disclosed |
| Ro Health Inc. | Director | Not disclosed | Private | Not disclosed |
| Harlem Village Academies | Trustee | Not disclosed | Non-profit | Education governance |
Board Governance
- Independence: Affirmatively determined independent under Nasdaq rules; independent Board Chair (since March 2025).
- Committee assignment: Nominating and Corporate Governance Committee (NCG) member; served as Board representative on Rasmussen University (RU) subsidiary board in 2024.
- Board and committee meetings in 2024: Board 8; Audit 8; MDC 4; NCG 5.
- Attendance: All current directors met ≥75% attendance threshold for Board and committee meetings in 2024; all directors attended the 2024 Annual Meeting.
- Executive sessions: Independent directors hold at least two per year.
- Overboarding limits: Non-employee directors limited to 4 public company boards; all directors in compliance.
Fixed Compensation
| Component | 2024 Amount | 2025 Policy Change (effective Jan 1, 2025) |
|---|---|---|
| Annual retainer (non-employee director) | $70,000 | $80,000 |
| Board Chair additional retainer | $50,000 (for non-employee chair; Pianko became Chair Mar 2025) | $80,000 |
| Committee chair retainers | Audit $15,000; MDC $10,000; NCG $8,000 | Not changed in disclosure |
| Subsidiary board representative retainer | $65,000 (APUS or RU) | Not changed in disclosure |
- 2024 Director compensation (actual): Fees earned in cash $135,000; Stock awards $79,997; Total $214,997. The cash appears to reflect the $70,000 base retainer plus $65,000 RU representative retainer.
- Peer benchmarking: Willis Towers Watson analysis indicated below 50th percentile vs peers; Board increased 2025 retainers and annual equity grant to address competitiveness.
Performance Compensation
| Equity Component | 2024 Grant Value | Grant Mechanics | Unvested Shares Outstanding at 12/31/2024 |
|---|---|---|---|
| Restricted stock (annual grant) | $80,000 | Vests on earlier of 1-year from grant or immediately prior to next Annual Meeting | 4,350 shares |
| Grant date fair value per share | $18.39 | Time-based vesting; no performance metrics disclosed for director equity | — |
- 2025 annual equity grant increased to $110,000 (time-based).
- No director PSUs, options, or performance metric linkages disclosed for non-employee directors; awards are time-vested restricted stock.
Other Directorships & Interlocks
| Company | Public/Private | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Education Excellence Corporation | Private | Director | No related party transactions disclosed |
| Tiber Health | Private | Director | No related party transactions disclosed |
| Yellowbrick Learning | Private | Director | No related party transactions disclosed |
| Ro Health Inc. | Private | Director | No related party transactions disclosed |
| Achieve Partners | Private investment firm | MD | Sector overlap (education) without disclosed transactions; independence affirmed |
| University Ventures | Private investment firm | MD | Sector overlap (education) without disclosed transactions; independence affirmed |
- Related person transactions policy requires Audit Committee pre-approval; Company reports no related person transactions since the beginning of 2024.
Expertise & Qualifications
- Experience as an investor in the higher education sector; subject matter expertise in the education industry.
- Board deems him qualified across business strategy, finance/investment, corporate governance, operational, risk management, talent management, and technology/cyber expertise within the board’s skills matrix.
Equity Ownership
| Holder | Shares Beneficially Owned | % of Shares Outstanding | Shares Outstanding Reference |
|---|---|---|---|
| Daniel S. Pianko | 25,889 | <1% | 18,036,421 shares (as of Mar 27, 2025) |
- Unvested restricted stock outstanding at 12/31/2024: 4,350 shares.
- Ownership guidelines: 3x annual base retainer for non-employee directors.
- Hedging/pledging: Company prohibits hedging and pledging by directors.
Say-on-Pay & Shareholder Feedback
| Proposal (2024 Annual Meeting) | Votes For | Votes Against | Abstentions | Broker Non-Votes |
|---|---|---|---|---|
| Advisory vote on NEO compensation | 11,339,447 | 933,320 | 52,321 | 2,640,619 |
Insider Trades & Compliance
- Section 16 compliance: One late Form 4 filing by Director Daniel S. Pianko in 2024.
Governance Assessment
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Strengths:
- Independent Board Chair and confirmed independence under Nasdaq rules; robust executive session practice and independent committees.
- Active NCG participation with risk oversight responsibilities; subsidiary RU board representation enhances line-of-sight into operations.
- Attendance: Meets ≥75% threshold; full annual meeting participation; board refresh and overboarding limits adhered to.
- Ownership alignment mechanisms via director equity grants and 3x retainer ownership guidelines; anti-hedging/pledging policy.
-
Pay structure and 2025 changes:
- 2024 director pay mix: material cash component due to RU board representative retainer; standardized time-based restricted stock grant.
- 2025 increase to director cash and equity aligns with peer data but warrants monitoring for pay inflation relative to performance and TSR.
-
Conflicts and red flags:
- No related person transactions disclosed since 2024; independence affirmed despite sector-investor roles at Achieve Partners and University Ventures.
- Administrative red flag: one late Section 16 Form 4 in 2024—minor compliance lapse; monitor for recurrence.
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Implications for investors:
- Independent chairmanship and NCG role suggest constructive oversight, especially on governance and non-financial risk.
- Compensation policy changes reflect competitive alignment; RU representative retainer signals deeper subsidiary engagement but increases director cash pay—watch alignment and time commitments.