Peter Cangany Jr
About Peter T. Cangany, Jr.
Peter T. Cangany, Jr. (age 67) is an independent Class A Director of Beneficient (BENF) since 2023. He retired as an Ernst & Young LLP partner in 2017 after 24 years (partner since 1993), specializing in audits of public financial services companies; he is a CPA with a B.A. in Accounting from Franklin College and an M.B.A. from Texas A&M. The Board designated him as its audit committee financial expert under SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ernst & Young LLP (EY) | Partner; location and sector leadership | 1993–2017 | Specialized in audits of insurance and investment management firms; deep financial reporting expertise |
| Beneficient (BENF) | Director; Audit Committee Chair (pre- and post-Conversion) | 2023–present | Chair and member of Audit Committee; member of Enterprise Risk Committee |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Franklin College of Indiana | Chair, Board of Trustees | Not disclosed | Governance leadership at academic institution |
Board Governance
- Independence: Audit Committee comprised of independent directors under Nasdaq rules; Board designated Cangany as “audit committee financial expert” .
- Committee memberships and activity:
- Audit Committee: Chair and member; 9 meetings in FY2024 .
- Enterprise Risk Committee: Member; 3 meetings in FY2024 .
- Products & Related Party Transactions Committee: Member; 4 meetings in FY2024; responsibility to evaluate related-party conflicts and approve/reject related-party transactions and review “Liquidity Transactions” with thresholds (e.g., up to the greater of $50.0 million or 19.99% new equity) .
- Attendance: Each director attended at least 75% of meetings of the Board (6 meetings in FY2024) and committees of which they were members .
- Director classification: Current Class A Directors include Cangany; elections follow stockholders agreement structure (Class A and B voting with Class B 10 votes/share) .
Fixed Compensation
| Component | FY2024 Amount | Notes |
|---|---|---|
| Annual cash fees (aggregate) | $205,411 | Includes director retainer, Audit Committee chair/member fees, Enterprise Risk Committee member fees (pre- and post-Conversion service) |
| Other cash/perqs | $4,589 | Health & wellness allowance for independent directors prior to Conversion |
| Total cash & perqs | $210,000 | Sum of cash and perqs above |
| Director equity program (grant-date fair value) | $140,240 | 643 RSUs each for non-employee directors granted July 15, 2023; grant-date value $218.40/share; subject to FY2024 vesting schedule |
Program structure for non-employee directors (post-Conversion): $150,000 annual cash retainer; $35,000 per non-employee Audit Committee member; $15,000 Audit Committee chair; $10,000 Enterprise Risk Committee member; plus $150,000 annual equity compensation; other committee retainers as specified .
Performance Compensation
| Award Type | Grant Date | Quantity | Fair Value Basis | Vesting | Performance Metrics |
|---|---|---|---|---|---|
| RSUs (non-employee director grant) | July 15, 2023 | 643 | $218.40 per RSU (grant-date ASC 718) | Subject to FY2024 Vesting Schedule (time-based; details applied to FY2024 awards) | None disclosed for director awards; time-based vesting only |
No option awards, bonus, or performance metrics (TSR/revenue/EBITDA/ESG) are disclosed for Cangany’s director compensation; awards are time-based per the FY2024 schedule .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlock/Conflict Notes |
|---|---|---|---|
| None disclosed (public companies) | — | — | No public company boards disclosed; no interlocks noted |
Expertise & Qualifications
- Financial reporting and complex accounting for financial services; insurance industry experience; strategic planning and corporate governance from ~40 years serving clients .
- Certified Public Accountant; designated “audit committee financial expert” .
- Oversight experience on risk and related-party transactions via Enterprise Risk and Products & Related Party Transactions committees .
Equity Ownership
| As-of | Class A Shares | Class B Shares | % of Class A | % Total Voting Power | Ownership Detail |
|---|---|---|---|---|---|
| Record date for 2025 Annual Meeting | 425,805 | — | 5.0% | 3.9% | Includes: 100,000 shares via The Cangany Group, LLC; 325,000 via Cangany Capital Management, LLC; 317 direct; 488 RSUs vested within 60 days |
| Record date for 2025 Special Meeting | 425,981 | — | “*” (<1%) | “*” (<1%) | Includes: 100,000 via The Cangany Group, LLC; 325,000 via Cangany Capital Management, LLC; 317 direct; 664 RSUs vested within 60 days |
Notes:
- “Percentage of total voting power” reflects 10 votes/share for Class B vs 1 vote/share for Class A, voting together as single class (except specified matters) .
- Beneficial ownership includes shares acquirable within 60 days (e.g., vested RSUs) .
Governance Assessment
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Strengths:
- Independent director with deep audit credentials; designated financial expert and chairs the Audit Committee, enhancing financial reporting oversight .
- Active on Enterprise Risk and Related Party committees; the latter directly mitigates conflict risks through transaction preapproval thresholds and reviews; committee met 4 times in FY2024 .
- Engagement: Board held 6 meetings; directors attended ≥75% of Board/committee meetings, and Audit Committee met 9 times, indicating high oversight intensity .
- Ownership alignment: meaningful personal and controlled-entity Class A stakes (5.0% at FY2024 record date), plus vested RSUs; supports “skin in the game” .
-
Watch items / potential red flags:
- Dual-class governance with significant Class B voting power may dilute Class A influence; while Cangany is Class A and independent, Board control dynamics are shaped by Class B designations (e.g., committee compositions and chair designations) .
- No disclosed director-specific performance conditions for equity; time-based RSUs are standard but do not tie director pay to performance outcomes .
- Company-level litigation (e.g., Paul Capital Advisors) underscores heightened governance scrutiny; although not director-specific, committee oversight of related-party transactions is critical to investor confidence .
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Independence and conflicts:
- No consulting arrangements or related-party transactions disclosed for Cangany; his role on the Products & Related Party Transactions Committee is designed to identify and mitigate conflicts .
- Holdings through personal LLCs are disclosed with voting/disposition control; no pledging or hedging disclosures provided in proxy materials .
Overall, Cangany’s profile—independent, audit chair, SEC-designated financial expert, active risk/conflict oversight, and material ownership—supports board effectiveness and investor confidence amid BENF’s complex capital and related-party environment .