George G. Strong, Jr.
About George G. Strong, Jr.
Independent director of Crescent Capital BDC, Inc. (CCAP) since 2015 and Chair of the Audit Committee; designated the Board’s “audit committee financial expert.” Born 1947; career includes retired Managing Partner at PwC LLP and Senior Advisor/former Managing Director & General Counsel at Cornerstone Research, with prior CFO/COO roles at several smaller companies. Education: B.A. in Economics (Yale), M.B.A. (Harvard), J.D. (University of San Diego); CPA (inactive) in California and active member of the State Bar of California .
Past Roles
| Organization | Role | Tenure (if disclosed) | Committees/Impact |
|---|---|---|---|
| PwC LLP | Managing Partner (retired) | — | Public accounting leadership; supports audit expertise designation |
| Cornerstone Research | Senior Advisor; former Managing Director & General Counsel | — | Legal and advisory leadership; complements financial expertise |
| Various startups/smaller businesses (software, dental products, freight forwarding) | CFO and COO | — | Operating finance oversight experience |
| Global Directories Ltd. (Bermuda) | Director | — (listed in 2023 proxy “Other Directorships Held During the Past Five Years”) | Media/telecom directory governance exposure |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Yello Media Group (Cayman) | Vice Chairman of the Board and General Counsel | Current as of 2025 | Listed among other directorships in past five years |
Board Governance
- Independence and structure: CCAP’s Board has six directors, five independent; Strong is an Independent Director and serves on all standing committees; Board does not designate a Lead Independent Director, asserting size and committee structure suffice .
- Committee assignments: Audit Committee (Chair; designated audit committee financial expert); member, Nominating and Corporate Governance Committee; member, Compensation Committee .
- Meetings and attendance: In 2024, Board held 5 meetings; Audit 4; Nominating 2; Compensation 1; all directors attended at least 75% of aggregate meetings of the Board and respective committees while serving .
- Re-election and shareholder support: Re-elected as Class I Director at the May 16, 2025 annual meeting. Votes: For 11,671,319; Against 641,133; Abstain 56,035 .
- Required-majority/co-investment oversight: For co-investments with affiliates, a “required majority” of independent directors must find terms fair and in stockholders’ interests; Mr. Strandberg (another independent) is excluded from required-majority votes due to pre-existing investments—no such carve-out disclosed for Strong .
Fixed Compensation
- Structure (2024 policy): Independent Directors received (i) $105,000 annual fee; (ii) $2,500 per regular Board meeting and $1,000 per special Board meeting; (iii) $1,000 per committee meeting; (iv) Audit Committee Chair additional $12,500; Nominating and Compensation Committee Chairs additional $5,000 each .
- Actual cash received: | Year | Aggregate Compensation From CCAP | Notes | |---|---|---| | 2024 | $132,000 | Includes Audit Chair premium and meeting fees | | 2023 | $128,026 | Mid-2023 increase in Audit Chair premium from $10,000 to $12,500 |
CCAP discloses only cash retainers/fees for independent directors; no equity award program for independent directors is disclosed in the proxy .
Performance Compensation
- No performance-based or equity compensation disclosed for independent directors (no RSUs/PSUs/options in director pay tables); compensation comprised of cash retainers and meeting/committee fees .
Other Directorships & Interlocks
| Company | Type (if indicated) | Role | Period reference |
|---|---|---|---|
| Yello Media Group (Cayman) | — | Vice Chairman & General Counsel | Listed among other directorships in past five years |
| Global Directories Ltd. (Bermuda) | — | Director | Listed among other directorships in past five years (2023 proxy) |
No disclosed interlocks with CCAP’s key counterparties, suppliers, or customers in the proxy beyond the general external management and co-investment framework under the Advisor relationship .
Expertise & Qualifications
- Audit and accounting expertise: Former PwC Managing Partner; designated audit committee financial expert .
- Legal expertise: Former Managing Director & General Counsel at Cornerstone Research; J.D.; active California State Bar .
- Financial/operator experience: Prior CFO/COO roles at several companies; M.B.A. .
- Credentials: BA (Yale), MBA (Harvard), JD (USD Law), CPA (inactive, California) .
Equity Ownership
| Metric | 2023 (Record Date 3/14/2023) | 2024 (Record Date 3/13/2024) | 2025 (Record Date 3/19/2025) |
|---|---|---|---|
| Shares Beneficially Owned | 29,668 | 33,137 | 37,075 |
| % of Shares Outstanding | <0.1% | <0.1% | <0.1% |
| Dollar Range (2025) | — | — | Over $100,000 |
- Anti-hedging and pledging policy: CCAP’s Insider Trading Policy and Rule 17j-1 Code of Ethics prohibit Directors from short sales, derivative transactions on CCAP stock, holding CCAP securities in margin accounts or pledging as collateral, and hedging/monetization transactions—enhancing alignment and limiting misalignment risk .
Governance Assessment
-
Strengths
- Seasoned audit chair with financial expert designation; multi-decade public accounting and legal background supports rigorous financial oversight .
- Consistent attendance and engagement; board and committees active with documented meeting cadence; shareholder support strong in 2025 re-election (over 11.6M For vs. 641k Against) .
- Ownership alignment: personal share ownership with increasing trajectory over 2023–2025; anti-hedging/pledging prohibitions reduce misalignment risks .
- Independent across all committees; participates in “required majority” approvals for affiliated co-investments (with separate carve-out only for another director) .
-
Watch items / potential red flags
- Board does not appoint a Lead Independent Director; CCAP cites small size and all-independent committee structure as mitigants—investors may still prefer a formally designated lead for independence optics .
- External management/adviser model and co-investment activity create structural conflicts; mitigated by exemptive relief safeguards and required-majority approvals; no Strong-specific related-party transactions disclosed .
- External role as Vice Chair & GC of Yello Media Group appears unrelated to CCAP but adds workload considerations; no conflicts with CCAP disclosed in proxy .
Director Election Results (2025)
| Director | For | Against | Abstain |
|---|---|---|---|
| George G. Strong, Jr. | 11,671,319 | 641,133 | 56,035 |
Director Compensation Detail (Policy Snapshot and Actuals)
| Component (2024) | Amount |
|---|---|
| Annual Director Fee (Independent) | $105,000 |
| Regular Board Meeting Fee | $2,500 per meeting |
| Special Board Meeting Fee | $1,000 per meeting |
| Committee Meeting Fee | $1,000 per meeting |
| Audit Committee Chair Additional | $12,500 |
| Nominating Chair Additional | $5,000 |
| Compensation Chair Additional | $5,000 |
| Year | Aggregate Compensation (Strong) |
|---|---|
| 2023 | $128,026 |
| 2024 | $132,000 |
Related-Party Exposure and Controls
- General: CCAP is externally managed by an Advisor; board approved renewals in 2024–2025; management and Advisor affiliations are disclosed with fee structures (base management fee 1.25% of gross assets; incentive fee mechanics) .
- Co-investment/Allocation: Exemptive relief permits co-investments subject to required-majority independent director approval; allocation policies seek fairness across vehicles. One director (Strandberg) is excluded from “required majority” due to pre-existing fund commitments; no similar limitations are disclosed for Strong .
- No Strong-specific related-party transactions are disclosed in the proxy .
Overall implication: Strong’s audit leadership, independence, expertise, attendance, and personal share ownership support board effectiveness and investor confidence. Structural BDC conflicts persist at the enterprise level but are mitigated by formal policies and independent oversight; no Strong-specific conflicts are disclosed .