David B. Kaplan
Ares ManagementAbout David B. Kaplan
David B. Kaplan, age 57, is a Co‑Founder, Director and Partner of Ares Management Corporation (director since March 2014). He sits on multiple Ares investment committees across Private Equity (Corporate Opportunities, Energy Opportunities, Extended Value) and Credit (Opportunistic Credit), and serves as Co‑Chairman and CEO of Ares Acquisition Corporation II. He holds a BBA (High Distinction, Beta Gamma Sigma) from the University of Michigan. During his tenure on Ares’ board, company TSR and operating metrics have expanded materially; see performance below .
Company performance context
| Metric | FY 2020 | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|---|
| Revenues ($ USD) | 1,735,494,000* | 4,112,658,000* | 3,043,164,000* | 3,595,368,000* | 3,839,357,000* |
| EBITDA ($ USD) | 354,808,000* | 982,194,000* | 1,035,551,000* | 1,151,772,000* | 1,151,718,000* |
| Value of $100 investment (TSR) ($) | 138 | 245 | 213 | 383 | 585 |
Values retrieved from S&P Global.*
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Ares Management | Co‑Founder, Partner, Director | 2003–present | Built PE and opportunistic credit investing platforms; member of key investment committees . |
| Shelter Capital Partners | Senior Principal | 2000–2003 | Growth/tech private investing; foundation for Ares PE leadership . |
| Apollo Management | Senior Partner | 1991–2000 | Leveraged finance and PE execution across sectors . |
| Donaldson, Lufkin & Jenrette | Investment Banking (M&A/Finance) | Pre‑1991 | Transaction origination and execution experience . |
External Roles
| Organization | Role | Notes |
|---|---|---|
| Ares Acquisition Corporation II | Co‑Chairman & CEO | SPAC leadership . |
| MYT Netherlands Parent B.V. (Mytheresa) | Supervisory Board Director | Luxury e‑commerce . |
| X‑Energy Reactor Company, LLC | Director | Advanced nuclear energy . |
| Cooper’s Hawk Winery & Restaurants (parent) | Chairman | Consumer/restaurant . |
| Cedars‑Sinai Medical Center | Chairman of the Board | Non‑profit leadership . |
| LACMA | Board of Trustees | Non‑profit arts . |
| University of Michigan | President’s Advisory Group | Advisory role; BBA alumnus . |
Fixed Compensation
- Ares’ program provides that NEOs who are also directors generally do not receive base salary or cash bonus; compensation is primarily carried interest/incentive fees (with equity grants in limited cases for certain executives). Kaplan was not a 2024 NEO; when he was a NEO in prior years, this NEO‑director construct applied .
Performance Compensation
Program features relevant to senior professionals (including when Kaplan has been a NEO/director):
- Carried interest: Awards vest over ~5 years; subject to contingent repayment if fund performance subsequently declines; aligns with multi‑year fund outcomes .
- Incentive fees: Allocations tied to fund/account hurdle performance and high‑water marks; paid only when received by Ares; generally forfeitable on termination (with limited post‑termination continuation for select executives) .
- Firm performance measures most important to pay-for-performance: Fee Related Earnings, After‑tax Realized Income per share, AUM growth, and fund performance (no disclosed weightings) .
Illustrative incentive alignment (program-level)
| Incentive type | Vesting/realization | Key performance drivers | Notes |
|---|---|---|---|
| Carried interest | 5‑year service vesting; contingent repayment | Fund MOIC/IRR vs hurdles | Directly links payout to realized fund performance . |
| Incentive fees | Annual when earned; subject to hurdles/HWMs | Strategy/account performance | Paid only when received by Ares; long‑run discipline . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Class A (SEC table) | 0 shares reported for Kaplan in the SEC beneficial ownership table as of April 7, 2025 . |
| Class A via controlled vehicle | A vehicle he may be deemed to control holds 30,000 Class A shares . |
| Interests held on his behalf at Ares Owners (disclaimed beneficial ownership) | 1,150,052 Class A shares and 8,321,596 Ares Operating Group Units held by Ares Owners on his behalf as a limited partner; Kaplan expressly disclaims beneficial ownership of these shares/units . |
| Pledging/hedging | Company policy prohibits hedging and holding in margin/pledging without prior approval from Compliance . |
| Ownership guidelines | Director stock ownership guidelines apply to independent directors; employees/professional insiders do not receive director retainers and are not under the independent director guideline program . |
| Voting control context | Kaplan is one of five Holdco Members who collectively control 80.67% combined voting power via Class B and Class C structures (controlled company) . |
Employment Terms
- No Kaplan‑specific employment agreement, severance, change‑of‑control, non‑compete/non‑solicit terms are disclosed in the latest proxy; treatment summaries in the proxy pertain to current NEOs (Arougheti, deVeer, Phillips, Berry, Rosenthal) –.
Board Governance
- Role and independence: Non‑independent director; Co‑Founder and Partner; Director since March 2014 .
- Committees: Served on the Equity Incentive Committee (dissolved in Feb 2025; responsibilities moved to full Board). Independent committees include Audit and Conflicts; Compensation is independent –.
- Attendance: The Board met 8 times in 2024; all directors attended at least 75% of Board/committee meetings; all directors attended the 2024 Annual Meeting .
- Dual‑role implications: As a Holdco Member and Co‑Founder, Kaplan participates in the control group (controlled company status) that can influence director elections and governance; conflicts are handled by an independent Conflicts Committee .
Director Compensation
- Ares does not pay director retainers/fees to directors who are employees or provide services to related Ares entities; independent directors receive retainers/equity, but Kaplan (non‑independent co‑founder) receives no separate director compensation .
Say‑on‑Pay & Shareholder Feedback
| Item | Result |
|---|---|
| 2025 Say‑on‑Pay (FY24 comp) | For: 950,695,071; Against: 80,721,996; Abstain: 138,281; Broker Non‑Votes: 13,686,263 . |
| 2025 Say‑on‑Frequency | 3 Years: 883,080,550; 1 Year: 148,337,910; 2 Years: 39,572; Abstain: 97,316; Company to hold SoP every 3 years . |
| 2022 Say‑on‑Pay (FY21 comp) | Approved with ~91.3% support (board’s disclosure) . |
Performance & Track Record Highlights
- Board election support (2025): Kaplan received 991,636,045 For vs 39,900,998 Against (very strong support), indicating continued investor confidence in the controlled company’s leadership slate .
- Firm TSR and FRE: Over 2020–2024, TSR rose from $138 to $585 per $100 initial investment; Fee Related Earnings rose from $431,231k to $1,361,737k (company‑selected performance measure) .
- Business scale: See Revenues/EBITDA table in “About” section for multi‑year trajectory.*
Related Party Transactions (Governance Review)
- Aircraft usage: In 2024, Ares paid $232,600 for business use of a private aircraft jointly owned by Kaplan and Rosenthal (Ares pays at or below market; owners bear personal costs) .
- Co‑investments: In 2024, Kaplan (and related vehicles/family) invested $13,806,793 alongside Ares funds and received $4,707,882 in distributions (standard program for senior professionals) .
- Conflicts oversight: The Conflicts Committee of independent directors reviews/approves related‑party items .
Risk Indicators & Red Flags
- Controlled company status: Holdco (managed by the five co‑founders including Kaplan) controls 80.67% combined voting power, reducing minority stockholder influence; board has independent Audit/Compensation/Conflicts committees but is exempt from some NYSE requirements .
- Related‑party usage of aircraft (recurring but disclosed) and significant insider co‑investment activity warrant ongoing monitoring; both are within disclosed policies and committee oversight .
- Hedging/pledging: Prohibited without prior approval, reducing alignment risks from monetization strategies .
- Clawback: NYSE‑compliant clawback policy adopted; no restatement‑related recoveries outstanding as of the proxy .
Investment Implications
- Alignment: Kaplan’s economic exposure is primarily through limited partner interests at Ares Owners (significant Ares Operating Group Units and Class A shares held on his behalf), plus co‑investments, indicating long‑duration alignment with fund and corporate performance; however, he disclaims beneficial ownership of those Ares Owners holdings for SEC purposes .
- Governance: The controlled company structure centralizes voting power among co‑founders (including Kaplan), which supports strategic continuity but elevates governance entrenchment risk. Independent Conflicts/Compensation/Audit committees mitigate some concerns –.
- Incentives: Programmatic reliance on carry and incentive fees links pay to multi‑year fund outcomes/FRE, a constructive incentive design for capital allocators; lack of Kaplan‑specific equity grants/vesting data in 2024 constrains precision on near‑term insider selling pressure. Monitor Form 4s and exchange activity under the exchange agreement (units can be exchanged up to four times per year) for supply signals – .
- Shareholder sentiment: Strong 2025 say‑on‑pay approval and high director support suggest limited near‑term compensation/governance overhang from investors .
Notes:
- Kaplan was among non‑PEO NEOs in certain prior years (2022–2023) per Pay‑vs‑Performance disclosures; his 2024 compensation is not itemized as he was not a 2024 NEO .
- All performance, governance, compensation, and ownership facts above are sourced from Ares’ 2025 DEF 14A and 2025 8‑K as cited.
Values retrieved from S&P Global.*