Jeff Epstein
About Jeff Epstein
Jeff Epstein (age 68) is an independent director at AvePoint and has served on the Board since 2021 (tenure: 4 years). He is an Operating Partner at Bessemer Venture Partners and formerly served as EVP & CFO of Oracle (2008–2011); he holds an MBA from Stanford and a BA from Yale, and lectures at Stanford University. He currently serves on the boards of Twilio, Okta and Couchbase, and previously served on Booking Holdings (2003–2021), Shutterstock (2012–2021) and Poshmark (2018–2023). We believe his credentials reflect deep finance and SaaS governance experience relevant to compensation and audit oversight .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bessemer Venture Partners | Operating Partner | Since 2011 | Growth-stage SaaS governance and portfolio oversight |
| Oracle Corporation | EVP & CFO | 2008–2011 | Led global finance; public company reporting |
| DoubleClick | CFO | Prior to sale to Google | Public/private CFO experience |
| King World Productions | CFO | Prior to sale to CBS | Media CFO experience |
| Nielsen Media Measurement & Information Group | CFO | Prior | Data/measurement finance oversight |
| The First Boston Corporation | Investment Banker | Early career | Capital markets experience |
| Stanford University | Lecturer | Current | Academic teaching in finance/management |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Twilio | Director | Current | Public company directorship |
| Okta | Director | Current | Public company directorship |
| Couchbase | Director | Current | Public company directorship |
| Kaiser Permanente | Director | Current | Non-profit healthcare board |
| Booking Holdings | Director | 2003–2021 | Former public board service |
| Shutterstock | Director | 2012–2021 | Former public board service |
| Poshmark | Director | 2018–2023 | Former public board service |
Board Governance
- Independence: The Board has affirmatively determined Epstein is “independent” under Nasdaq Rule 5605; AvePoint’s Board is majority independent .
- Committee roles: Chair, Compensation Committee; Member, Nominating & Corporate Governance Committee .
- Attendance: In 2024, each director attended at least 75% of aggregate Board and applicable committee meetings; all directors attended the 2024 Annual Meeting .
- Board leadership: Board has Executive Chairman (Gong) and a Lead Independent Director (Jeff Teper) who presides over executive sessions and liaises with management .
- Meeting cadence 2024: Board 7 meetings; Audit 5; Compensation 4; Nominating & Corporate Governance 4 .
Fixed Compensation
| Component | Amount | Terms |
|---|---|---|
| Annual cash retainer | $36,000 | Paid quarterly; directors may elect RSUs in lieu of cash |
| Committee membership fees | Audit: $10,000; Compensation: $6,000; Nominating & Corporate Governance: $4,000 | Annual, per committee |
| Committee chair fees | Audit Chair: $20,000; Compensation Chair: $14,000; Nominating & Corporate Governance Chair: $10,000 | Annual |
| Lead Independent Director | $15,000 | Annual stipend |
| Initial RSU grant | $175,000 | One-time for first year; vests after 1 year |
| Annual RSU grant | $175,000 | Annual; vests after 1 year; subject to annual approval |
| Expense reimbursement | Reasonable out-of-pocket and travel | Standard |
| Mix target | ~25% cash / ~75% equity | Design target for director pay mix |
| Director (2024) | Cash Fees (US$) | Stock Awards (US$) | Total (US$) |
|---|---|---|---|
| Jeff Epstein | $59,000 | $175,000 | $234,000 |
- RSU vesting: Non‑employee director RSUs vest one year after grant; accelerate upon death, disability, retirement, or termination in connection with a change in control .
Performance Compensation
| Performance-linked Element | Metric/Trigger | Date/Status | Award/Impact |
|---|---|---|---|
| Company Earn‑Out Shares (SPAC earn‑out) | Stock price thresholds: $12.50, $15.00, $17.50 over 20 of 30 trading days (or qualifying transaction) | All three thresholds met in Dec 2024 | Epstein received 9,001 Earn‑Out Shares; Ho received 70,134 |
| Director Annual RSU | Time-based (no performance metric) | Granted June 1, 2024 | 19,189 RSUs to each non-employee director (grant-date fair value $175,000) |
Note: Non-employee director equity is time-based; performance metrics (ARR, revenue, operating income) apply to executive AIP/LTI, not directors .
Other Directorships & Interlocks
| Aspect | Detail |
|---|---|
| Compensation Committee interlocks | None; no AvePoint executives served on other entities’ boards/comp committees with interlocks in last fiscal year |
| Related-party transactions | Policy updated Dec 26, 2023; Audit Committee/Board approval required; excludes situations where the related person participates solely due to their role as a director of the counterparty |
| 2025 related-person item | Audit Committee approved employment of CFO’s daughter; not in CFO’s reporting line |
Expertise & Qualifications
- Finance and accounting: Former public company CFO (Oracle); deep capital markets and SaaS finance experience .
- Strategy and operations: Operating Partner at Bessemer; multi-board governance in cloud/SaaS .
- Global business and software: Board matrix highlights his skills across finance, global business, software technology, strategy/innovation .
- Education: MBA (Stanford), BA (Yale); lecturer at Stanford .
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Class | As-of | Notes |
|---|---|---|---|---|
| Jeff Epstein | 1,638,702 | 0.81% | Record Date Mar 10, 2025 | Beneficial ownership per SEC rules; includes shares acquirable within 60 days |
| Shares outstanding | 202,874,440 | — | Record Date Mar 10, 2025 | Outstanding common shares |
- Anti‑hedging and anti‑pledging: Directors are prohibited from hedging and pledging AvePoint equity under the Insider Trading Policy; waivers require CLCO and Audit Committee review .
Governance Assessment
- Strengths: Independent director; chairs Compensation Committee; uses independent consultant (Compensia) with no conflicts; director compensation structure aligns with equity ownership (~75% equity) .
- Alignment: Material personal ownership (1.64M shares, 0.81%) and Dec 2024 Earn‑Out receipt further align interests with stock performance .
- Process quality: Clear committee charters; majority independent Board; Lead Independent Director structure; robust anti‑hedging/anti‑pledging; active shareholder engagement .
- Shareholder signals: 2024 say‑on‑pay approval of 92.44% indicates strong investor support for compensation programs overseen by Compensation Committee .
- Potential conflicts: Epstein’s roles at Bessemer/Twilio/Okta/Couchbase imply broad SaaS ecosystem exposure; AvePoint’s Related Person Transaction Policy and Board independence determinations mitigate risk, and no interlock issues were reported .
- Red flags: One late Form 4 filing for Epstein (administrative error) related to a Dec 12, 2024 share distribution; otherwise Section 16(a) compliance was timely—low severity .
Insider Filing Note
| Insider | Transaction Date | Transaction Type | Filing Date | Note |
|---|---|---|---|---|
| Jeff Epstein | Dec 12, 2024 | Acquisition via distribution | Feb 10, 2025 | One late Form 4 due to administrative error |