Rahul Patel
About Rahul Patel
Rahul Patel, age 52, has served on Crawford & Company’s Board since July 31, 2017. He is a partner at King & Spalding (since 1997), co-heads the firm’s global private equity/M&A group, and sits on the firm’s Governing Policy Committee; externally, he serves as Vice-Chair of the University of Florida Board of Trustees and is on the boards of Westminster Schools and Endeavor Atlanta . The Board has determined he is independent under NYSE standards; only the company’s CEO is non-independent .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| King & Spalding | Partner; Co-head, global private equity/M&A | 1997–present | Governing Policy Committee; deep M&A and governance expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| University of Florida | Board of Trustees, Vice-Chair | Not disclosed | State-appointed trustee leadership |
| Westminster Schools | Board member | Not disclosed | Governance role at educational institution |
| Endeavor Atlanta | Board member | Not disclosed | Entrepreneur support network board service |
Board Governance
- Independence: Independent director; Board states all nominees except the CEO are independent .
- Committee assignments: Chair, Governance Committee; Member, Executive Committee .
- Committee activity: Governance Committee held 4 meetings in 2024; Executive Committee held 1 meeting in 2024 .
- Board activity/attendance: Board met 5 times in 2024; each current director attended at least 75% of Board and committee meetings of which they were members; independent directors held 5 executive sessions presided by the Non-Executive Chair .
- Leadership structure: Non-Executive Chair is Jesse C. Crawford, Jr.; separation of Chair and CEO roles viewed as enhancing oversight and independence .
Fixed Compensation
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Director pay structure (2024): Cash retainer $50,000; restricted share award $90,000; Board meeting fees $1,500/meeting; committee meeting fees $1,500/meeting; Chair stipends—Audit $25,000; Compensation & Human Capital $15,000; Governance $12,500; Executive $12,000; Chair of the Board $100,000 .
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Actual 2024 compensation for Rahul Patel: | Component | Amount (USD) | |---|---| | Fees earned or paid in cash | $80,500 | | Stock awards (grant-date fair value; Non-Employee Director Stock Plan) | $89,990 | | Total | $170,490 |
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Vesting: 2024 restricted share awards for directors vested in full on December 31, 2024 .
Performance Compensation
- Performance metrics tied to non-employee director compensation: None disclosed; director equity is time-vested restricted shares (100% vest on December 31, 2024) . | Item | Detail | |---|---| | Equity award type | Restricted share award | | Vesting schedule (2024 grant) | 100% on December 31, 2024 | | Performance-based elements | None disclosed for directors |
Other Directorships & Interlocks
| Entity | Public/Private | Role | Potential Interlock/Conflict |
|---|---|---|---|
| University of Florida | Public university | Vice-Chair, Board of Trustees | None disclosed with Crawford |
| Westminster Schools | Non-profit | Board member | None disclosed |
| Endeavor Atlanta | Non-profit | Board member | None disclosed |
Expertise & Qualifications
- 25+ years legal experience in mergers & acquisitions and corporate governance; co-leads a global PE/M&A practice and serves on a law firm policy/governance body .
- Board governance expertise evidenced by chairing the Governance Committee, which oversees ERM, compliance/ethics, director succession, and governance documents .
Equity Ownership
| Security | Shares Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| Class A Common Stock | 101,408 | <1% (no percentage specified; default <1%) | Includes 12,000 shares held in spouse’s account without Patel’s voting/dispositive power |
| Class B Common Stock | — | — | Not applicable |
- Ownership guidelines: Non-employee directors must own $200,000 or 25,000 shares; all current non-employee directors (except Mr. Donner and Mr. Murphy, who are within compliance grace periods) are in compliance—implying Patel meets the guideline .
- Hedging/pledging: Company broadly prohibits hedging and pledging of company securities for directors and employees .
- Section 16 compliance: All officers and directors timely complied with beneficial ownership reporting in 2024 .
Governance Assessment
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Strengths
- Independent director; chairs Governance Committee overseeing ERM, compliance, and director succession—clear governance skill set .
- Strong attendance culture; Board and committees active; independent executive sessions held regularly .
- Ownership alignment: 101,408 Class A shares; complies with director stock ownership guidelines; prohibition on hedging/pledging enhances alignment .
- No related-party transactions in 2024; Audit Committee reviews and approves any such transactions per policy .
- Shareholder support for compensation framework: 92.1% “for” in most recent say-on-pay vote (2023) .
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Considerations / Potential RED FLAGS
- Family control: Majority shareholder Jesse C. Crawford and Non-Executive Chair Jesse C. Crawford, Jr. maintain significant influence; Patel serves on the Executive Committee alongside both Crawfords and the CEO, which centralizes authority between meetings and merits monitoring for balance of independent oversight .
- Per-director attendance rates are not individually disclosed beyond “≥75%”; analysts may prefer more granular disclosure for board effectiveness tracking .
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Net view: Patel’s independence, governance chair role, and meaningful share ownership support investor confidence; concentration of control and Executive Committee composition should be monitored through voting results, committee outputs, and any future related-party disclosures .
Committee Summary (Rahul Patel)
| Committee | Role | 2024 Meetings | Scope Highlights |
|---|---|---|---|
| Governance Committee | Chair | 4 | ERM oversight; compliance/ethics; corporate governance guidelines; director performance/succession; nominating |
| Executive Committee | Member | 1 | Exercises Board authority between meetings (except matters reserved by law) |
Insider Trades (Form 4)
| Item | Detail |
|---|---|
| 2024 Form 4 filings | Not detailed in proxy; company states all officers/directors complied timely with Section 16(a) reporting |
Notes on Director Compensation Structure (Context)
| Element | Value |
|---|---|
| Annual cash retainer | $50,000 |
| Restricted share award (annual) | $90,000 (grant-date value) |
| Board meeting fee | $1,500 per meeting |
| Committee meeting fee | $1,500 per meeting |
| Governance Committee Chair stipend | $12,500 (quarterly paid) |
Related Party Transactions
- Company disclosed no related party transactions in 2024; Audit Committee administers a written policy to review and approve any related party transactions to eliminate conflicts and improper valuation .
Say-on-Pay & Shareholder Feedback
- 2023 say-on-pay: Approximately 92.1% “for” approval; Compensation & Human Capital Committee considered this outcome in ongoing pay design oversight .