J. Phillip Holloman
About J. Phillip Holloman
Independent Director/Trustee of BlackRock Technology and Private Equity Term Trust (BTX). Born 1955; served on BlackRock closed‑end fund Boards since 2021. Current roles include Interim Executive Chairman, President and CEO of Vestis Corporation; prior role as President and COO of Cintas Corporation (2008–2018). Determined independent of BTX and BlackRock Advisors, LLC; neither he nor immediate family members had interests in the Adviser as of Dec 31, 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cintas Corporation | President & Chief Operating Officer | 2008–2018 | Senior operating leadership; financial and operational experience supports Audit Committee service |
| Vestis Corporation | Interim Executive Chairman, President & Chief Executive Officer | Since 2025 | Executive leadership; brings business trend insights to BTX Board |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Vestis Corporation | Director | Past five years | Public company directorship; uniforms and facilities services |
Board Governance
- Committees: Audit Committee member (Chair: Catherine A. Lynch); Governance Committee member (Chair: W. Carl Kester); Performance Oversight Committee member .
- Independence: Independent Board Member; no interests with BlackRock Adviser for independent trustees as of Dec 31, 2024 .
- Attendance and engagement:
- BTX Board met 10 times in 2024; no incumbent Board Member attended less than 75% of aggregate Board and Committee meetings in the most recent full fiscal year .
- Annual shareholders’ meeting attendance (prior year): only one Board Member of BTX attended, indicating low Board presence at the shareholder meeting .
- Elections and continuity:
- Holloman is a Class III Board Nominee for BTX in 2025’s Joint Annual Meeting .
- BTX faced failed quorums/votes in 2023–2024, causing Class I and Class II “holdover” trustees to stand again for election in 2025—an investor-engagement signal .
Fixed Compensation
| Component | Amount | Basis/Details |
|---|---|---|
| Annual Independent Board Member retainer | $370,000 | Paid across BlackRock‑advised funds in Fixed‑Income Complex; Funds pay pro‑rata quarterly by relative net assets |
| Audit Committee member retainer | $30,000 | For non‑chair members |
| Governance Committee member retainer | $25,000 | For non‑chair members |
| Performance Oversight Committee chair retainer | $42,500 | Chair only; Holloman serves as member (membership retainer not explicitly listed) |
| Chair/Vice Chair of Boards incremental retainers | $140,000 / $84,000 | Not applicable to Holloman unless designated |
| Actual Compensation (Calendar 2024) | Amount | Notes |
|---|---|---|
| Total compensation from all BlackRock‑advised funds | $425,000 | Aggregate across Fixed‑Income Complex |
| Amount deferred (2024) | $212,500 | Deferred under the Complex’s deferred compensation plan |
| Deferred compensation payable balance (as of 12/31/2024) | $773,663 | Plan obligations are unsecured claims on fund assets; returns track selected eligible funds |
Performance Compensation
| Item | Terms | Metric Linkage |
|---|---|---|
| Short‑term bonus | None disclosed for Independent Board Members | N/A |
| Equity awards (options/RSUs/PSUs) | None disclosed for Independent Board Members | N/A |
| Deferred compensation plan | Independent Board Members may defer up to 50% of total compensation; returns emulate selected BlackRock funds’ performance | Not fund‑specific performance pay; tracking of chosen eligible funds’ returns |
No executive‑style performance metrics (TSR, EBITDA, revenue growth) are tied to Independent Director compensation.
Other Directorships & Interlocks
| Company | Sector | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Vestis Corporation | Uniforms & facilities services | Director; Interim Executive Chairman, President & CEO | No related‑party ties to BTX’s Adviser disclosed; independence maintained |
Expertise & Qualifications
- Financial and accounting knowledge; qualified to serve on Audit Committee .
- Extensive senior operating experience (Cintas President & COO); current executive leadership at Vestis provides insight into business trends and conditions .
Equity Ownership
| Holder | BTX Common Shares | % of Outstanding | Share Equivalents (Deferred Plan) | As‑of Date |
|---|---|---|---|---|
| J. Phillip Holloman | 0 | 0% | 0 | Feb 28, 2025 |
| BTX Shares Outstanding | 213,338,148 | — | — | Record Date Feb 19, 2025 |
As of March 4, 2025, all Board Members and executive officers as a group owned less than 1% of BTX shares—weak ownership alignment; independent trustees and immediate family members had no interests in the Adviser as of Dec 31, 2024 .
Governance Assessment
- Positives:
- Independent status with explicit lack of ties to Adviser; serves on key oversight committees (Audit, Governance, Performance Oversight) .
- No Director attended less than 75% of Board/Committee meetings; BTX Board met 10 times in 2024—indicates ongoing oversight activity .
- Concerns/RED FLAGS:
- Zero BTX share ownership and zero BTX share equivalents—limited “skin‑in‑the‑game” alignment for a governance role focused on shareholder interests .
- Low attendance at BTX’s annual shareholder meeting (only one Board Member attended)—signals weak direct engagement with shareholders .
- Repeated “holdover” elections due to failed quorums/votes in 2023–2024—reflects shareholder‑participation challenges and potential confidence issues .
- Heavy multi‑fund workload (overseeing 66 RICs/100 portfolios) could dilute attention and effectiveness, especially given concurrent Vestis executive responsibilities .
Compensation Structure Notes: Independent Board compensation is largely fixed retainer plus committee fees; no performance‑based awards. Deferral elections can be sizable (Holloman deferred $212,500 in 2024; plan balance $773,663 at YE 2024) but are unsecured and not BTX share ownership; plan returns track selected funds rather than incentivizing BTX‑specific outcomes .