Scott Kleinman
About Scott Kleinman
Scott Kleinman (age 52) is Co‑President of Apollo Asset Management (AAM) and a director of Apollo Global Management (AGM), joining Apollo in 1996, becoming Lead Partner for Private Equity in 2009, and Co‑President in 2018. He holds B.A. and B.S. degrees from the University of Pennsylvania and the Wharton School (magna cum laude, Phi Beta Kappa) . Under his leadership cohort, Apollo delivered strong 2024 firm‑level performance: Fee Related Earnings rose 17% to $2.1B, Spread Related Earnings reached $3.2B, AUM grew to $751B (+15% YoY), and APO delivered ~80% total return with year‑end share price of $165.16 . Kleinman serves on AGM’s Executive Committee and AAM’s board (Co‑Chair since Jan 2022) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Apollo Global Management | Joined Apollo; Lead Partner, Private Equity; Co‑President | 1996–present; Lead Partner 2009; Co‑President 2018–present | Led PE business; co‑leads revenue‑generating businesses and enterprise solutions |
| AAM (private since Sept 2023) | Board member; Co‑Chair | Board from Mar 2021; Co‑Chair since Jan 2022 | Governance and strategic oversight across integrated alternative platform |
| Athene Holding Ltd (AHL) | Director | Dec 2018–Nov 2023 | Board role in Apollo’s retirement services affiliate |
| Smith Barney Inc. | Investment Banking | Pre‑1996 | Foundation in capital markets and transactions |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Athora Holding Ltd. | Director | Current | Insurance/retirement services exposure; strategic alignment with Apollo ecosystem |
| Apollo Strategic Growth Capital I & II | Director (prior) | Prior to current | SPAC governance and deal process oversight |
| Kleinman Center for Energy Policy (UPenn) | Founder | Established 2014 | Energy policy thought leadership, network building |
| UPenn Stuart Weitzman School of Design | Board of Advisors | Current | Academic-advisory engagement |
| Nature Conservancy New York | Board of Advisors | Current | ESG/civic engagement |
| White Plains Hospital | Board; Co‑chaired COVID‑19 Relief | Current | Community leadership and philanthropy |
Fixed Compensation
| Metric (USD) | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary | $100,000 | $100,000 | $100,000 |
| Bonus | — | — | — |
| Total Fixed Cash | $100,000 | $100,000 | $100,000 |
Notes:
- As part of a 2021 arrangement, he receives no new bonuses or new carry allocations through 2026; fixed salary is $100,000 per year .
Performance Compensation
| Component | Details | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|
| Realized carry distributions (cash) | Distributions from vested, legacy dedicated carry rights | $8,081,234 | $11,075,543 | $10,199,641 |
| Restricted shares purchased with carry | Grants required by legacy programs (counts, grant‑date FV) | 2022 grants included; see Outstanding Awards below | Multiple 2023 grants | 4,492 ($741,899); 2,100 ($346,836); 12,202 ($2,015,282); 12,093 ($1,997,280) |
| Stock awards (total FV) | Aggregate GAAP grant‑date FV of stock awards | $3,976,560 | $4,219,954 | $4,157,006 |
| Total Compensation | Salary + Stock Awards + Other | $12,157,794 | $15,395,497 | $14,456,647 |
Performance‑based RSU program (2011–2027 settlement window):
- 2021 one‑time RSU arrangement: “equivalent of one million shares per year for five years,” plus potential for an additional one million shares tied to aggregate Fee Related Earnings and Spread Related Earnings per share targets specified at AAM’s Oct 19, 2021 Investor Day; none deliverable before 2027; three million shares vested at grant (subject to covenants), remainder eligible to vest end‑2026 .
- Outstanding RSUs at FYE 2024: 2,000,000 time‑vesting RSUs vest Jan 1, 2027; 1,000,000 performance‑vesting RSUs vest Apr 1, 2027 (subject to aggregate FRE+SRE targets) .
Detailed vesting schedule for 2024 restricted share grants:
| Grant Date | Shares | Vesting |
|---|---|---|
| Feb 15, 2024 | 4,492 | Vests in equal annual installments on Nov 15, 2025 and Nov 15, 2026 |
| May 15, 2024 | 2,100 | Vests in equal annual installments on Feb 15, 2025, Feb 15, 2026, Feb 15, 2027 |
| Aug 14, 2024 | 12,202 | Vests in equal annual installments on May 15, 2025, May 15, 2026, May 15, 2027 |
| Nov 14, 2024 | 12,093 | Vests in equal annual installments on Aug 15, 2025, Aug 15, 2026, Aug 15, 2027 |
Performance metric definition:
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Aggregate FRE + SRE per share (AAM 2021 Investor Day targets) | Not disclosed | Investor Day FRE/SRE/share targets | Not disclosed | Pending | 1,000,000 RSUs vest 4/1/2027 on target achievement |
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Beneficial ownership (common) | 3,043,021 shares; <1% of 570,432,275 outstanding (includes trust/vehicle holdings, some disclaimed beneficial interest) |
| Unsettled vested RSUs (deferred) | Aggregate balance at 12/31/2024: $495,480,000; aggregate 2024 earnings: $215,910,000 (scheduled to settle in 2027; settlement delayed to 2032 if certain conditions apply upon early departure) |
| Executive stock ownership guideline | Required $10 million; in compliance |
| Registration rights | Demand/piggyback registration rights with AGM (Zelter & Kleinman) for common shares |
| Pledging/hedging policy | Firm prohibits speculative hedging/short‑selling; limited exceptions for certain senior leaders (prepaid variable forwards and related pledging under conditions). No Kleinman‑specific pledging disclosed . |
| Investments in Apollo funds (2024) | Invested $8,141,041; distributions received $7,525,086 (employee investment program) |
Outstanding equity awards snapshot (FYE 2024):
| Award | Units | Market/Payout Value Basis |
|---|---|---|
| RSUs (time‑vesting, 2021 grant) | 2,000,000 | Vest 1/1/2027; valued at $330,320,000 using $165.16/share |
| RSUs (performance‑vesting, 2021 grant) | 1,000,000 | Vest 4/1/2027 on FRE+SRE targets; valued at $165,160,000 using $165.16/share |
| Multiple restricted share grants | 2022–2024 issuance | Various vest dates in 2025–2027; see detailed vesting table above |
Employment Terms
| Term | Provision |
|---|---|
| Agreement duration | Compensation governed through Dec 31, 2026; no new bonuses or carry allocations; salary $100,000/year |
| Notice requirements | Company or executive: 90 days for termination/resignation |
| Non‑compete | 18 months post‑employment (business primarily >50% third‑party capital) |
| Non‑solicit | 24 months post‑employment (employees, investors, business relations) |
| Severance (cash) | No cash severance disclosed; equity acceleration applies under certain triggers |
| Equity acceleration | Without cause or resignation with good reason: 100% vesting of 12/2021 time‑vesting RSUs; 50% vesting of any unvested restricted shares; performance‑vesting RSUs remain subject to performance conditions |
| Estimated termination values (12/31/2024) | Without cause: equity acceleration $336,125,704; death/disability: $253,545,704 (based on $165.16 closing price) |
Board Service & Governance Notes
- AGM director since Jan 2022; member of AGM Executive Committee .
- Prior board: AHL (Dec 2018–Nov 2023); current AAM board member and Co‑Chair .
- Committee roles: Executive Committee; not listed on Audit, Compensation, Nominating/Governance, or Sustainability committees .
- Board attendance: The board met 4 times in 2024; each director attended at least 75% of aggregate meetings; 14 directors attended the 2024 annual meeting .
- Dual‑role implications: As a senior executive and director, Kleinman is not independent; AGM mitigates with a majority‑independent board, independent committee leadership, a Lead Independent Director (Gary Cohn), and regular executive sessions of independent directors .
Director compensation policy:
- Employee directors do not receive board fees; independent director cash/equity program applies only to non‑employees .
Compensation Structure Analysis
- Shift to long‑dated equity settlement: 2021 RSU structure defers delivery until 2027, aligning with long‑term FRE/SRE outcomes and retention; no new bonuses or carry awards through 2026 .
- Ongoing legacy carry distributions: Continued realized carry cash flows and required conversion of portions into restricted shares (multiple grants across 2024) .
- Recoupment/clawbacks: Firm maintains dual clawbacks for detrimental conduct and financial restatements; RSUs and incentive comp subject to recovery .
- No excise tax gross‑up; no single‑trigger CoC vesting in equity awards (risk‑mitigating features) .
Say‑on‑Pay & Peer Group
- 2023 say‑on‑pay approval: 84% (triennial schedule; next vote in 2026) .
- Compensation peer group reaffirmed in 2024: Ares, BlackRock, Blackstone, Brookfield AM, Carlyle, Goldman Sachs, KKR, Morgan Stanley, TPG, T. Rowe Price .
Risk Indicators & Red Flags
- Trading and pledging: Firm prohibits hedging/short‑selling; limited exceptions for certain senior leaders for prepaid variable forwards/pledging under conditions; no Kleinman pledge disclosed (Rowan disclosed pledged shares via PVF) .
- Registration rights: Demand/piggyback rights could facilitate future secondary sales; monitor for potential liquidity events around 2027 settlements .
- Tax receivable agreement payments: $278,753 paid to Kleinman in 2024 (TRA), reflecting legacy tax basis sharing; not a red flag alone but relevant to cash flows and optics .
Investment Implications
- Strong alignment via deferred equity: The 2021 RSU program defers share delivery until 2027 and ties a tranche to aggregate FRE+SRE per‑share targets, anchoring incentives to firm economics and retention through 2026–2027 .
- Potential 2027 supply event: Large unsettled RSUs ($495.5M value at YE 2024) scheduled to settle in 2027 may create selling pressure; Kleinman holds registration rights enabling efficient monetization; monitor blackout windows and insider Form 4s near settlement .
- Minimal fixed pay, high variable linkage: With no new bonus/carry awards and continued legacy carry distributions converted into restricted shares, his comp is predominantly at‑risk and performance‑linked, supportive of pay‑for‑performance signaling .
- Governance mitigants to dual role: While not independent, oversight is buttressed by majority‑independent board, independent committees, and a strong Lead Independent Director; no single‑trigger vesting or gross‑ups reduces transaction windfall risk .
Bottom line: The 2021 RSU structure creates powerful long‑term alignment and retention through 2027, with a meaningful performance gate tied to FRE+SRE per‑share. Investors should watch for disclosures around 2026–2027 vesting, settlement timing, and potential secondary sales given registration rights.