Mitra Hormozi
About Mitra Hormozi
Independent director of Apollo Global Management, Inc. (AGM), age 56, serving since January 2022; legal veteran with federal prosecution experience and Fortune 500 GC credentials. Partner at Kaplan Martin since July 2024; previously partner at Walden Macht & Haran (Jan 2020–Jun 2024), Executive Vice President and General Counsel at Revlon (Apr 2015–Jul 2019), and earlier a federal prosecutor in the Eastern District of New York. Education: B.A. in History, University of Michigan; J.D., NYU School of Law. AGM board tenure shown as 3 years (legacy count) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Revlon, Inc. | Executive Vice President & General Counsel | Apr 2015 – Jul 2019 | Oversaw global legal affairs |
| Walden Macht & Haran LLP | Partner | Jan 2020 – Jun 2024 | Litigation/investigations practice |
| Kaplan Martin | Partner | Jul 2024 – Present | Partner, legal counsel |
| Eastern District of New York (U.S. DOJ) | Federal Prosecutor | Earlier career (dates not disclosed) | Criminal enforcement expertise |
| Revlon, Inc. | Director | Nov 2019 – Jul 2020 | Board service post-GC tenure |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Athene Holding Ltd. (AHL) | Independent Director | Dec 2018 – Present | Chair, Legal & Regulatory Committee; prior AHL Compensation Committee member (2019–2022); director of AHL U.S. subsidiaries |
| AHL Subsidiary Boards | Director | 2024 disclosed activity | Received $99,375 in 2024 for service on certain AHL subsidiary boards |
Board Governance
- Committee assignments: Member, Compensation Committee (3 independent directors; 5 meetings in 2024; Semler Brossy as independent consultant) ; Member, Sustainability & Corporate Responsibility Committee (4 independent directors) .
- Prior committee: Nominating & Corporate Governance Committee member until September 2023 .
- Independence: Determined independent under NYSE rules (Nominating & Corporate Governance Committee recommendation) .
- Attendance: Board held 4 meetings in 2024; each director attended at least 75% of aggregate board and committee meetings; 14 directors attended the 2024 annual meeting .
- Board tenure and skills: Tenure 3 (legacy count); skills include Regulatory/Legal/Compliance, Financial Literacy, Senior Executive Leadership, and Public Board experience per AGM’s skills matrix .
- Lead Independent Director context: Gary Cohn appointed Lead Independent Director effective April 21, 2025; presides over executive sessions of independent directors .
Committee Snapshot (AGM)
| Committee | Membership | 2024 Meetings | Mandate |
|---|---|---|---|
| Compensation | Marc Beilinson (Chair), Mitra Hormozi, Lynn Swann | 5 | Executive compensation oversight; equity and incentive plans; retains Semler Brossy |
| Sustainability & Corporate Responsibility | Kerry Murphy Healey (Chair), Mitra Hormozi, Pauline Richards, Patrick Toomey | Not specified | ESG, human capital, political contributions, sustainability disclosure |
Engagement signal: Hormozi served on two AGM ad hoc committees in 2024 ($25,000 per committee; one chaired by Beilinson, one by Healey), indicating above-baseline workload and engagement on special matters .
Fixed Compensation
| Component (AGM, 2024) | Amount ($) | Notes |
|---|---|---|
| Base annual cash retainer | 150,000 | AGM director base retainer level referenced for stock ownership guidelines |
| Committee member fees (Comp; Sustainability) | 50,000 | $25,000 per committee membership |
| Ad hoc committee service fees | 50,000 | Two AGM ad hoc committees at $25,000 each in 2024 |
| Stock awards (RSUs) | — | No AGM director RSU grant recorded for Hormozi in 2024 |
| Total AGM director compensation (cash) | 250,000 | Matches 2024 director compensation table |
| Component (AHL, 2024) | Amount ($) | Notes |
|---|---|---|
| AHL annual retainer | 270,000 | Non-employee director of AHL |
| AHL standing committee fees | 21,000 | Standing committee service |
| AHL subsidiary board fees | 99,375 | Subsidiary board service |
| Aggregate AHL director fees | 390,375 | Sum of AHL board/committee/subsidiary fees |
- Program details: AGM independent directors receive welcome RSUs of $200,000 ($250,000 for Lead Independent Director/Chair) and annual RSU grants thereafter; cash fees include $100,000 for Lead Independent Director and $25,000 chair/member fees per committee .
- Stock ownership guideline: Independent directors expected to hold at least 5× base annual cash retainer ($150,000) in AGM stock; directors <5 years on board are “on track” to meet within five years .
Performance Compensation
- AGM director compensation is primarily fixed cash retainer and committee fees; director RSUs are time-based (not performance-based) and subject to annual grant decisions and director deferral elections .
- As a Compensation Committee member, Hormozi oversees performance-linked programs for executives. Illustrative 2024 metric framework for AHL CEO annual incentive RSUs (shows rigor and alignment):
| Objective | Weight | Measurement | Target | 2024 Performance/Result |
|---|---|---|---|---|
| Overall profitability | 20% | Adjusted Spread Related Earnings (SRE) | $3.726B | $3.558B (below target) |
| Expense management | 5% | Operating expenses | Not specified | Exceeded |
| Inflows | 10% | Inflows | $70.0B | $71.9B (above target) |
| New business profitability | 20% | Underwritten returns | Not specified | Exceeded |
| Capital | 15% | Excess equity capital generation | Not specified | Exceeded |
| Talent and Strategy | 30% | Qualitative assessment | Not specified | Below Target |
| Portfolio total return (non-alt) | 12.5% | 33-mo vs Barclays Agg | Formula | 100% payout vs index |
| Portfolio total return (alternatives) | 12.5% | 33-mo vs 50/50 S&P 500/US HY | Formula | 119% payout vs blended index |
| Committee discretion on overall performance | 50% (within framework) | Overall AHL performance review | N/A | 0% payout portion (discretion applied) |
- Outcome: AHL CEO annual incentive RSUs paid at 57% of target with vesting in two equal annual installments; demonstrates disciplined application of metrics and discretion .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlock/Notes |
|---|---|---|---|
| AHL (public company) | Independent Director | Chair, Legal & Regulatory; prior Compensation Committee | Integrated AGM–AHL ecosystem; board meets at least quarterly and manages conflicts |
| Revlon, Inc. | Director (prior) | Not disclosed | Prior public company board service |
- Compensation Committee interlocks: AGM discloses no interlocks or insider participation involving Compensation Committee members in 2024, mitigating governance conflict risk .
Expertise & Qualifications
- Legal/regulatory/compliance leadership (federal prosecution and Fortune 500 GC) .
- Financial literacy and senior executive leadership per AGM skills matrix .
- Public board experience (AHL, prior Revlon) .
- ESG oversight via Sustainability & Corporate Responsibility Committee .
Equity Ownership
| Holder | Shares Beneficially Owned | Ownership % | Notes |
|---|---|---|---|
| Mitra Hormozi | 25,795 | <1% | Includes 2,500 shares in a spouse-controlled managed account |
- Hedging/pledging: AGM insider trading policy prohibits speculative trading, short-selling, and derivative hedging; pledging generally prohibited except narrow exceptions for certain senior leaders; no pledging disclosed for Hormozi .
- Director stock ownership guideline: Minimum 5× base retainer; directors <5 years are “on track” to meet within five years .
Governance Assessment
- Committee effectiveness: Hormozi’s dual roles on Compensation and Sustainability committees position her at the intersection of pay discipline and ESG oversight, supported by independent consultant Semler Brossy and clawback policies (restatement and detrimental conduct), aligning incentives and risk controls .
- Independence and attendance: Confirmed independent; met attendance thresholds; ad hoc committee service indicates robust engagement .
- Compensation alignment: AGM director pay is primarily fixed cash with time-based RSUs; her 2024 AGM compensation was cash-only, consistent with program parameters; substantial AHL-related fees reflect distinct responsibilities at Athene’s regulated entity, disclosed transparently .
- Potential conflicts/related-party exposure: Standard Apollo ecosystem participation—director investments in Apollo-managed funds (Hormozi invested $1,043,894 in 2024; distributions $192,590)—is broadly disclosed and governed by a Related Person Transactions Policy and audit committee oversight; no material related-party transaction tied specifically to Hormozi beyond ordinary-course investments .
- RED FLAGS: None identified specific to Hormozi—no disclosed hedging/pledging, no attendance shortfall, no say-on-pay concerns targeting directors; company-level aircraft/TRA items pertain to other executives (Rowan/Belardi) and are monitored via conflicts committees and policies .
Shareholder confidence signals: Majority-independent board, executive sessions led by LID, majority voting standard, proxy access, director stock ownership guidelines, clawback policies—all in place and active; as a Compensation Committee member, Hormozi participates in oversight consistent with best practices .