Prabhu Narasimhan
About Prabhu Narasimhan
Independent director of Better Home & Finance Holding Company (BETR), age 45, serving since the August 22, 2023 business combination closing; Managing Partner at NaMa Capital Advisors LLP with 15+ years in top-tier law firms and extensive transactional expertise (M&A, finance, capital markets) and family office advisory; selected for legal, investment, and business development credentials .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| White & Case | Partner; Global Head of Family Offices | Not disclosed | Led family office advisory across M&A, bank finance, tax, structuring; recognized for innovative deal work |
| Baker & McKenzie | Partner; Founder of London Alternative Capital practice | Not disclosed | Senior strategic advisor to multibillion-dollar family offices and PE funds; widely commended (FT Innovative Lawyers) |
| Mayer Brown | Senior lawyer (partner experience referenced among firms) | Not disclosed | Transactional law across M&A and capital markets |
| Aurora Acquisition Corp. (SPAC) | Chief Investment Officer | From inception to Aug 22, 2023 | Executive role at SPAC sponsor through BETR closing |
| Novator Capital Sponsor Ltd. (Sponsor) | Executive Officer | From inception to Aug 22, 2023 | Sponsor leadership for the SPAC pre-closing |
External Roles
| Organization | Role | Since | Committees/Impact |
|---|---|---|---|
| NaMa Capital Advisors LLP | Managing Partner (co-founded with Thor Björgólfsson and Chiehmi Chan) | 2020 | Investment leadership; capital advisory |
| Prime Focus World N.V. | Director | 2020 | Board service at media company |
Board Governance
- Independence: Board affirmed Narasimhan is independent under Nasdaq Rule 5605; Vishal Garg is the only non-independent director .
- Committee assignments (2024): Compensation Committee Chair; not on Audit or Corporate Governance & Nominations .
- Special Committee: Chaired the March 22, 2024 Special Committee (Talwar, Farello, Narasimhan) evaluating SoftBank’s convertible note purchase proposal; met five times; CEO excluded for conflict—positive governance signal .
- Attendance: Board held 7 meetings in 2024; each director attended at least 75% of Board and applicable committee meetings; all attended the 2024 annual meeting; executive sessions held regularly without management .
| Governance Item | 2024 Detail |
|---|---|
| Independence status | Independent director |
| Committees | Compensation (Chair) |
| Board meetings held | 7 |
| Committee meetings held | Compensation: 6; Audit: 7; Governance: 6 |
| Attendance threshold | ≥75% for all directors |
| Special Committee | Chair; 5 meetings (SoftBank note proposal) |
| Executive sessions | Regular non-management sessions |
Fixed Compensation
| Year | Cash Retainer ($) | Stock Awards ($) | Option Awards ($) | Other ($) | Total ($) |
|---|---|---|---|---|---|
| 2024 | 275,000 | — | — | — | 275,000 |
| Director Compensation Policy Element | Amount/Terms |
|---|---|
| Non-employee directors representing significant equity holdings | $275,000 annual cash fee; payable quarterly |
| Other non-employee directors (elected subsequently) | $150,000 annual cash + $150,000 annual RSU target; no equity awarded in 2024 |
Notes: Committee chair/member fees and meeting fees not disclosed; no director equity grants were made in 2024 .
Performance Compensation
| Component | Metrics | Vesting/Triggers |
|---|---|---|
| Director performance-based pay | Not disclosed | Not disclosed (no equity awards granted to directors in 2024) |
Other Directorships & Interlocks
| Company | Role | Since | Interlock/Notes |
|---|---|---|---|
| Prime Focus World N.V. | Director | 2020 | External board; no BETR-related transactions disclosed |
| NaMa Capital Advisors LLP | Managing Partner | 2020 | Shared affiliation with BETR director Arnaud Massenet (also Managing Partner); network tie to beneficial owner Thor Björgólfsson (≈9% Class A) |
- Compensation Committee interlocks: Company reports no executive officer interlocks with other companies’ compensation committees .
Expertise & Qualifications
- Deep transactional legal expertise spanning M&A, bank finance, tax, structuring/execution; senior advisory to family offices and PE funds; FT Innovative Lawyers recognition .
- Investment leadership (NaMa co-founder/Managing Partner) and SPAC CIO experience—useful for financing/strategic transactions oversight .
- Board service at Prime Focus World N.V. .
Equity Ownership
| Security | Amount | Ownership % | Source |
|---|---|---|---|
| Class A Common Stock | 30,063 | <1% (as disclosed) | Beneficial ownership table (as of Apr 15, 2025) |
| Warrants (Class A) | 12,500 | N/A | Footnote (13) |
| Pledged shares | None disclosed; hedging/pledging prohibited by policy | N/A | Insider trading policy bans hedging/monetization; pledging prohibited for directors/executives |
Outstanding shares reference (for context): Class A 9,239,861; Class B 4,518,967; Class C 1,437,545 as of Apr 15, 2025 .
Insider Trades / Section 16 Compliance
| Item (2024) | Status |
|---|---|
| Late Form 4 filings (Narasimhan) | None listed among late filers; Company noted late filings for certain others (Ryan, Calamari, Tuffin, Garg, Sarracino, Novator Sponsor, Valani, Björgólfsson) |
Governance Assessment
-
Strengths:
- Independence affirmed; chairs Compensation Committee—positions him to drive pay discipline and human capital oversight .
- Chaired conflict-sensitive Special Committee (SoftBank note proposal), with CEO recused—evidence of appropriate conflicts handling and board process; frequency of special committee meetings (5) supports engagement .
- Attendance standards met (≥75%); regular executive sessions without management; board evaluation and governance processes are formalized .
-
Alignment:
- Holds 30,063 Class A shares and 12,500 warrants (<1%); modest personal stake; director equity awards not granted in 2024; overall alignment relies on personal holdings rather than annual director equity grants .
-
Potential conflicts/interlocks (monitoring points, not necessarily red flags):
- Shared NaMa affiliation with fellow director Arnaud Massenet; network tie to significant beneficial owner Thor Björgólfsson (≈9% Class A). Independence has been affirmed, but continuing oversight is warranted on transactions/committee decisions where these networks could influence outcomes .
- Classified under “representing significant equity holdings” for director compensation (cash-only retainer), signaling board recognition of shareholder representation role; ensure Compensation Committee decisions remain free of large-holder pressures .
-
RED FLAGS:
- None disclosed specific to Narasimhan (no related-party transactions tied to him; no Section 16(a) issues). Company-level related-party arrangements primarily involve CEO-affiliated entities; Audit Committee reviews related person transactions and policy requires Audit approval and director recusal when interested .
Overall, Narasimhan brings valuable transactional and investment expertise, serves independently, and has demonstrated effective committee leadership in conflict-sensitive matters—positive for investor confidence. Monitoring shared affiliations and ensuring robust compensation governance remain key.
Notes: All data reflect disclosures in the 2025 DEF 14A; precise dates or amounts are included where reported. Where not disclosed, items are omitted per instruction. Citations provided inline.