Alexander Bhathal
Compass DiversifiedAbout Alexander S. Bhathal
Alexander S. Bhathal (age 49) is an independent director at Compass Diversified (CODI), serving since January 2022. He is Executive Chair and Managing Partner of RAJ Capital, which he founded in 2006, and leads the Revitate investment platform. He is a co‑owner and executive director of Sacramento Basketball Holdings (Sacramento Kings, Stockton Kings, River Cats, Golden 1 Center, Downtown Commons) and in 2024 led acquisitions of the Portland Thorns (NWSL) and the WNBA Portland expansion team, serving as alternate governor for both. He serves on the boards of Mark IV Capital and Aspyr Holdings (Orange Theory Fitness franchises). Education: UCLA; USC Marshall School of Business; Presidents Program in Leadership at Harvard Business School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| RAJ Swim | Chief Executive Officer (prior role) | Not disclosed | Led design/manufacturing/marketing of designer/private label swimwear |
| Sacramento Basketball Holdings | Co‑Owner & Executive Director | Since 2013 | Oversight of NBA/G‑League/MLB franchise and venue assets |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| RAJ Capital / Revitate | Executive Chair & Managing Partner | Since 2006 | Alternative investment strategies across real estate, sports, consumer |
| Portland Thorns (NWSL) | Alternate Governor | Since 2024 | Acquisition led by Bhathal in 2024 |
| WNBA Portland (expansion) | Alternate Governor | Since 2024 | Expansion team acquisition led by Bhathal |
| Mark IV Capital | Director | Not disclosed | Board service (company type not disclosed) |
| Aspyr Holdings (Orange Theory Fitness franchises) | Director | Not disclosed | Board service (franchise holdings) |
| YPO California Coast Chapter | Chair | Not disclosed | Leadership in executive network |
Board Governance
- Independence: The Board determined Bhathal is independent under NYSE and governing documents .
- Committee assignments (2024/2025): Compensation Committee member; Nominating & Corporate Governance Committee member; not a chair .
- Attendance: Board met 14 times in 2024; each director attended over 75% of Board and committee meetings. Compensation Committee met 4 times; all members attended 100%. Nominating/Governance met 3 times; all members attended 100% .
- Executive sessions: Non‑management (independent) directors met in executive session 4 times in 2024, presided over by the independent Board Chair .
- Lead Independent Director: Not designated because Board Chair is independent .
| Committee | Role | Meetings in 2024 | Attendance |
|---|---|---|---|
| Compensation Committee | Member | 4 | 100% (all members) |
| Nominating & Corporate Governance | Member | 3 | 100% (all members) |
Fixed Compensation
| Component (2024) | Amount (USD) | Details |
|---|---|---|
| Cash retainer | $100,000 | Standard non‑management director cash retainer |
| Equity retainer (May 2024–May 2025) | $120,000 | Encouraged to be used to purchase Trust shares; Bhathal received 7,436 fully‑vested shares purchased May 28, 2024 |
| Partial equity retainer (Jan–May 2024) | $47,213 | Pro‑rated changeover to prospective grant timing; 7,436 shares were purchased for full‑year service; partial cash amount shown for Jan–May 2024 |
| Option awards | — | Company does not have stock option arrangements for directors |
| Meeting fees | — | No meeting attendance fees are paid |
| Total (2024) | $267,213 | Sum of cash and equity retainers |
2025 director compensation unchanged: Cash retainer $100,000; equity retainer $120,000, paid prospectively for service from the 2025 to 2026 Annual Meeting; equity retainer expected around June 2, 2025 .
Performance Compensation
- Directors do not receive performance‑based pay, options, non‑equity incentives, or deferred compensation .
| Performance Metric | Inclusion in Director Pay | Notes |
|---|---|---|
| Revenue/EBITDA/TSR | Not included | No director performance incentive plans disclosed |
| Stock options/PSUs/RSUs | Not included | Equity retainer is an amount encouraged for direct share purchases, not grants |
Other Directorships & Interlocks
| Company/Entity | Sector | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Sacramento Basketball Holdings (Kings, Stockton Kings, River Cats, Golden 1 Center, Downtown Commons) | Sports & Venues | Co‑Owner & Executive Director | No CODI‑related party transactions disclosed involving Bhathal |
| Portland Thorns (NWSL) | Sports | Alternate Governor | No CODI‑related party transactions disclosed involving Bhathal |
| WNBA Portland (expansion) | Sports | Alternate Governor | No CODI‑related party transactions disclosed involving Bhathal |
| Mark IV Capital | Investments/Real Estate (not specified) | Director | No CODI‑related party transactions disclosed involving Bhathal |
| Aspyr Holdings (Orange Theory Fitness franchises) | Fitness | Director | No CODI‑related party transactions disclosed involving Bhathal |
Expertise & Qualifications
- Alternative investments across real estate, sports, and consumer sectors; executive operator experience (RAJ Swim) .
- Governance and board experience at multiple entities; YPO leadership .
- Education: UCLA; USC Marshall; Presidents Program in Leadership at Harvard Business School .
- Board composition highlights: CODI has implemented governance enhancements including an independent Chair, declassification, new directors, ownership guidelines, attendance standards, ESG oversight, cybersecurity oversight, and a clawback policy .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | As of Date |
|---|---|---|---|
| Alexander S. Bhathal | 18,286 | <1% | April 1, 2025 |
- Director Share Ownership Guidelines: Non‑employee directors must hold shares equal to 5x annual cash retainer within 5 years; as of April 1, 2025, 50% of non‑employee directors have met the requirement (individual compliance not disclosed) .
- Hedging/Pledging: Prohibited; none of CODI’s executive officers or directors hold shares in margin accounts or have pledged shares as collateral .
Governance Assessment
-
Strengths
- Independent director with dual committee roles (Compensation; Nominating/Governance), directly overseeing management fee structures, clawback administration, director pay, ownership guideline compliance, and related‑party approvals .
- Committee engagement: 100% attendance on both Compensation and Nominating/Governance Committees in 2024; Board attendance threshold met (Board met 14 times; all directors >75%) .
- Alignment: Equity retainer used for direct share purchases (7,436 shares on May 28, 2024); beneficial holdings of 18,286 shares as of April 1, 2025; ownership guidelines in place .
- Governance upgrades: Independent Chair; declassified Board; ESG and cybersecurity oversight; clawback policy adopted in 2023 .
- Shareholder sentiment: Say‑on‑Pay support of 84.60% in 2024, with >80% support averaged across 3 years .
-
Oversight of potential conflicts
- CODI’s external manager structure (Management Services Agreement) and Allocation Member profit allocation create inherent structural conflict risks; these are overseen by independent committees (Compensation Committee approval for incentive management fee; Audit Committee approval of profit allocation calculations; Nominating/Governance pre‑approves related‑party transactions) .
- No material legal proceedings involving directors; no related‑party transactions disclosed involving Bhathal personally .
RED FLAGS
- External Manager and Allocation Member arrangements (management fees and profit allocation payments) can pose perceived alignment risks; independent committee oversight mitigates but does not eliminate structural conflicts .
- Individual director compliance with ownership guidelines is not disclosed; only aggregate compliance (50%) is reported .
- Net view: Bhathal’s independence, full committee attendance, and dual role on Compensation and Nominating/Governance strengthen oversight of fees, clawbacks, and related‑party reviews. His equity purchases via director retainer support alignment, while CODI’s external manager/Allocation Member structure remains a systemic governance consideration requiring continued scrutiny by the committees on which he serves .