Louis M. Grasso
CONSUMER PORTFOLIO SERVICESAbout Louis M. Grasso
Louis M. Grasso, 79, has served as an independent director of Consumer Portfolio Services, Inc. since October 2019; he founded and was majority owner of PFC Corporation, which originated and securitized over $1.8 billion of mortgage loans across 35 years until its 2011 portfolio sale to Capstone Realty Advisors . His core credentials are capital markets and financing strategy, with broad organizational and management experience; education is not disclosed .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PFC Corporation | Founder, Majority Owner | ~35 years; retired Nov 2011 | Originated and issued ~$1.8B mortgage loans and MBS; capital strategy expertise |
External Roles
- No other public company directorships or external board roles are disclosed for Grasso in the 2025 proxy .
Board Governance
- Independence: The Board determined all directors other than the CEO are independent under Nasdaq rules; Grasso is classified as independent .
- Committee assignments: Audit Committee member; Audit Committee chaired by Brian J. Rayhill. Compensation Committee (Wood, Grounds, Roberts) and Nominating Committee (Washer, Grounds, Rayhill) do not list Grasso .
- Attendance: In 2024, the Board met 4 times; Audit Committee met 5; Compensation Committee met 1; Nominating Committee met 1. Each director attended ≥75% of eligible meetings except Mr. Roberts; Grasso met the ≥75% threshold .
- Lead Independent Director: The Board has not designated a formal lead independent director .
Fixed Compensation
| Component | Terms | 2024 Cash Received |
|---|---|---|
| Annual retainer (cash) | $6,000 per month for non-employee directors | $84,400 total fees for Grasso in 2024 |
| Committee membership fee | Additional $700 per month per committee | Included in total; not separately disclosed |
| Committee chair fee | $1,200 per month for committee chair service | Not applicable to Grasso (not a chair) |
| Meeting fees | $1,000 per diem in-person; $500 by phone; none for committee meetings | Included in total; not separately disclosed |
Performance Compensation
| Item | Detail |
|---|---|
| New equity grants in 2024 | No stock options granted under the 2006 plan in 2024 (company-wide burn rate 0.0% in 2024) |
| Director equity holdings | Grasso held 90,000 vested stock options as of Dec 31, 2024 |
| Options exercisable (Record Date) | 70,000 options counted as exercisable within 60 days at Oct 23, 2025 |
| Equity plan design (2025 Equity Plan) | Non-Employee Director total annual comp cap $600,000 (cash + grant-date fair value); minimum 1-year vesting for director awards; committee authority and indemnification detailed |
Noteworthy: The Compensation Committee did not grant options to officers in 2024 and historically uses discretion on grant timing; disclosure focuses on executives, but 2024 burn-rate data implies no director grants in 2024 either .
Other Directorships & Interlocks
- None disclosed for Grasso; other CPSS directors have external roles, but Grasso’s biography lists only PFC Corporation .
Expertise & Qualifications
- Capital requirements and financing strategies expertise; long-tenured mortgage origination and securitization background; broad organizational and management skills beneficial to audit oversight and capital planning .
- Audit Committee service underscores financial oversight engagement (Audit Committee independently reviewed 2024 audited financials and recommended inclusion in Form 10-K) .
Equity Ownership
| Metric | As of Date | Amount |
|---|---|---|
| Beneficial ownership (shares + derivatives) | Oct 23, 2025 | 100,300 shares; <1% of class |
| Options exercisable within 60 days (included above) | Oct 23, 2025 | 70,000 options |
| Implied common shares held (beneficial less options) | Oct 23, 2025 | ~30,300 shares (derived from disclosed totals) |
| Vested stock options | Dec 31, 2024 | 90,000 options |
Policy notes:
- Insider trading policy applies to directors, officers, and employees .
- Hedging is prohibited for executive officers; pledging is permitted for executive officers; no specific pledging disclosure for Grasso (pledged shares disclosed only for CEO) .
Governance Assessment
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Strengths
- Independence and Audit Committee membership support effective oversight of financial reporting and related-party review .
- Attendance at ≥75% of meetings indicates baseline engagement; Audit Committee met quarterly, suggesting ongoing involvement .
- No disclosed related-party transactions or interlocks involving Grasso, limiting conflict risk .
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Watch items
- Board does not designate a lead independent director, a governance structure point some investors favor for companies with combined Chair/CEO .
- Company permits pledging for executive officers and has no stock ownership minimums for senior management; director-specific ownership guidelines are not disclosed. While no pledging is disclosed for Grasso, permissive policies can be seen as shareholder-unfriendly in some frameworks .
- Company-wide equity overhang would be 25.9% after transitioning to the 2025 Equity Plan, which can be dilutive; directors are eligible participants and subject to a $600k annual cap, but monitoring award practices remains prudent .
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RED FLAGS
- None specifically tied to Grasso in 2024–2025 disclosures (no related-party transactions, no attendance shortfall, no pledging disclosure) .
- Board-level dilutive overhang (25.9%) merits continued scrutiny of future director grants and overall burn rate, though 2024 burn rate was 0% .
Context: Shareholders approved say-on-pay at 92% in 2024, indicating general investor support for compensation design; not director-specific but relevant to governance environment .