Joshua Bloomstein
About Joshua Bloomstein
Joshua M. Bloomstein is Vice President, General Counsel and Secretary of Ares Capital Corporation (ARCC). He has served as General Counsel since January 2010, Secretary since December 2010, and Vice President since November 2006; his age is 51 as of March 5, 2025 . Prior to ARCC/Ares, he was an attorney at Latham & Watkins in private equity and corporate groups, focusing on M&A and securities law; he holds a B.A. magna cum laude (SUNY Albany) and a J.D. magna cum laude (University of Miami; Order of the Coif) . ARCC’s corporate materials list him among current corporate officers (Vice President, General Counsel and Secretary) . ARCC’s proxies do not tie company performance metrics (TSR, revenue/EBITDA growth) to his compensation; executive officers receive no direct compensation from ARCC, limiting pay-for-performance evaluation at the issuer level .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Latham & Watkins LLP | Attorney (Private Equity & Corporate) | Pre-2006 | Focused on mergers and acquisitions, securities law, general corporate matters supporting transaction execution and governance |
External Roles
| Organization | Role | Years |
|---|---|---|
| Ares Management Corporation | Partner; General Counsel (Credit); Deputy General Counsel (Corporate) | 2006–present |
| Ares Strategic Income Fund | General Counsel & Secretary | Concurrent with ARCC role |
| CION Ares Diversified Credit Fund | Vice President & Assistant Secretary | Concurrent with ARCC role |
| Ares Commercial Real Estate Corporation | Vice President & Assistant Secretary | Concurrent with ARCC role |
| Ares Dynamic Credit Allocation Fund, Inc. | Vice President & Assistant Secretary | Concurrent with ARCC role |
Fixed Compensation
| Component | Disclosure | Notes |
|---|---|---|
| Base salary | None from ARCC | ARCC executive officers “do not receive any direct compensation from us”; services provided via adviser/administrator under agreements |
| Target bonus % | None from ARCC | No issuer-level bonus structure disclosed for executive officers |
| Actual bonus paid | None from ARCC | No issuer-level cash bonus disclosed |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Not applicable at ARCC | — | — | — | — | Executive officers do not receive ARCC equity or incentive awards; compensation is via Ares Management/administrator rather than ARCC |
Clawback: ARCC adopted a NASDAQ-compliant clawback policy covering incentive-based compensation paid by ARCC to covered executives in the event of a restatement, requiring recovery of overpayments for the prior three fiscal years .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Individual ARCC share ownership (Bloomstein) | Not individually disclosed in beneficial ownership tables; tables list directors and named executive officers but do not include Bloomstein by name |
| Group beneficial ownership | Directors, executive officers and certain other officers as a group (19 persons): 3,309,520 shares as of March 5, 2025; <1% per individual listed |
| Hedging policy | Prohibitions against executive officers and directors buying/selling puts/calls or entering hedging/monetization transactions on ARCC securities |
| Pledging policy | Prohibitions against holding ARCC securities in margin accounts or pledging as loan collateral for executive officers and directors |
| Stock ownership guidelines | Directors must hold at least 2.5x the annual cash retainer; all directors in compliance as of March 5, 2025; guideline specified for directors (not executive officers) |
Employment Terms
| Provision | Disclosure |
|---|---|
| Indemnification | ARCC has indemnification agreements providing maximum permitted indemnification under Maryland law and the Investment Company Act, including expense advancement for directors, officers and USDL Investment Committee members |
| Change-of-control economics | Not disclosed for executive officers |
| Severance (salary+bonus multiples) | Not disclosed for executive officers |
| Non-compete/non-solicit | Not disclosed |
| Garden leave | Not disclosed |
| Post-termination consulting | Not disclosed |
| SEC officer responsibilities | Bloomstein serves as General Counsel, Vice President and Secretary; regularly signs ARCC filings and applications (e.g., proxies and co-investment exemptive application verification) |
Investment Implications
- Pay-for-performance linkage at ARCC is structurally limited: executive officers, including Bloomstein, are not paid directly by ARCC, and ARCC does not disclose issuer-level incentive metrics or equity grants for executives, constraining analysis of compensation alignment at the company level .
- Alignment safeguards are strong at the issuer: prohibitions on hedging and pledging for executives/directors, and a NASDAQ-compliant clawback policy reduce misalignment and mitigate insider-related trading risks at ARCC .
- Skin-in-the-game is opaque for Bloomstein: individual beneficial ownership is not disclosed in the proxy tables, limiting assessment of equity alignment; group holdings are modest relative to shares outstanding .
- Retention risk appears low given tenure and multi-platform responsibilities: Bloomstein has served in senior legal roles at ARCC since 2010 and at Ares since 2006, with concurrent governance roles across affiliated funds, indicating institutional embeddedness and continuity of execution .