Jack D. Furst
CAPITAL SOUTHWESTAbout Jack D. Furst
Jack D. Furst (age 66) is an independent director of Capital Southwest Corporation (CSWC), serving since 2014; he is founder of Oak Stream Investors with over 40 years in leveraged acquisitions and private investments, and holds a BS from Arizona State University and an MBA from The University of Texas at Austin . The Board has determined he is “independent” under Nasdaq rules and not an “interested person” under the Investment Company Act; he is also designated an “audit committee financial expert” .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Oak Stream Investors | Founder | 2008–present | Private investment leadership |
| HM Capital Partners (formerly Hicks, Muse, Tate & Furst) | Partner; involved in origination, structuring, monitoring | 1989–2008 | All aspects of firm’s investments |
| Hicks & Haas | Vice President; Partner | 1987–1989 | Deal execution |
| The First Boston Corporation | M&A/Corporate Finance Specialist | 1984–1986 | Transactions in New York |
| PricewaterhouseCoopers | Financial Consultant | Not disclosed | Advisory experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Drilling Tools International | Director; Audit Committee Chair | Since 2012 | Oversees audit and financial reporting |
Board Governance
- Committee assignments: Compensation Committee Chair; member of Audit and Nominating/Corporate Governance (NCG) .
- Independence and expertise: Independent director (Nasdaq/1940 Act); designated audit committee financial expert .
- Attendance and engagement: Board held 8 meetings in FY2025; each director attended at least 75% of aggregate Board and committee meetings; independent directors hold executive sessions after each regular Board meeting .
- Committee activity levels: Audit met 5x; NCG met 5x; Compensation met 3x in FY2025 .
- Governance policies: Majority voting standard; director retirement policy (age 80); non-employee director stock ownership requirement equal to 3.5× annual retainer .
| Committee | Role |
|---|---|
| Compensation | Chair |
| Audit | Member |
| Nominating/Corporate Governance | Member |
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual director cash retainer | $112,000 | All independent directors |
| Compensation Committee Chair fee | $15,000 | Annual fee |
| Quarterly share purchase fee | $5,000 per quarter | Additional fee to acquire CSWC shares for ownership compliance |
| Investment Committee observer retainer | $20,000 | Only for independent directors serving as non-voting observers (not indicated for Furst) |
| FY2025 fees earned – Jack D. Furst | $147,000 | Sum of cash fees received |
| Director | FY2025 Cash Fees | FY2025 Stock Awards (Grant-Date Fair Value) | FY2025 Total |
|---|---|---|---|
| Jack D. Furst | $147,000 | $50,014 | $197,014 |
Performance Compensation
- Non-Employee Director Plan equity: Annual restricted stock grant at start of term; shares subject to forfeiture until vest end of one-year term; no performance conditions; dividends and voting commence at grant .
- FY2025 grant detail for Furst: 2,090 restricted shares granted on August 9, 2024; grant-date fair value $50,014; vests 100% on August 9, 2025 .
| Grant Date | Instrument | Shares | Fair Value | Vesting |
|---|---|---|---|---|
| Aug 9, 2024 | Restricted Stock (time-based) | 2,090 | $50,014 | 100% on Aug 9, 2025 |
Other Directorships & Interlocks
- Other boards: Drilling Tools International (Director; Audit Chair) .
- Interlocks: No Compensation Committee interlocks; no relationships requiring disclosure for Compensation Committee members under Item 404 .
| Company | Role | Committee Roles |
|---|---|---|
| Drilling Tools International | Director | Audit Committee Chair |
Expertise & Qualifications
- 40+ years in private equity, leveraged acquisitions, and corporate finance (HM Capital; First Boston); prior financial consulting at PwC .
- Academic credentials: BS, Arizona State University; MBA, UT Austin .
- Board-level qualifications: Audit committee financial expert; seasoned compensation chair with oversight of clawback and ownership policies .
Equity Ownership
| Holder | Total Beneficial Ownership (Shares) | % of Outstanding | Direct Holdings | Indirect Holdings | Unvested Restricted Shares | Pledged |
|---|---|---|---|---|---|---|
| Jack D. Furst | 84,755 | <1% | 45,755 (includes 2,090 unvested) | 39,000 via FMAB Partners, LP (entity controlled by Furst) | 2,090 | None |
- Director stock ownership guidelines: Non-employee directors must own CSWC shares equal to 3.5× annual director retainer; Board allows reasonable time for compliance; no specific non-compliance noted for Furst, while Battist and Rogers-Windsor are identified as not yet at 3.5× .
Governance Assessment
- Strengths
- Independent director and audit committee financial expert; chairs Compensation Committee—supports board effectiveness and pay governance .
- Strong alignment features: mandatory director ownership requirement (3.5× retainer), quarterly equity purchase fee, prohibition on hedging, and absence of tax gross-ups; equity grants for directors are straightforward, time-based, and annually sized (~$50k) .
- Engagement: Meets committee responsibilities with active meeting cadence (Audit 5x, NCG 5x, Comp 3x) and overall Board attendance threshold; independent directors hold executive sessions each regular meeting, bolstering oversight .
- Shareholder support context: Prior say-on-pay approval 91.3% in 2024—indicates investor confidence in compensation governance framework (relevant to Comp Committee leadership) .
- Potential risks/considerations
- Indirect ownership via FMAB Partners, LP warrants continued monitoring for related-party exposures; however, Audit Committee pre-approves related party transactions >$50,000 and no such transactions or Compensation Committee conflicts are disclosed .
- BDC 1940 Act constraints limit use of formulaic performance metrics; while this chiefly affects executive pay, it places more emphasis on committee discretion and qualitative outcomes—appropriate guardrails include a recoupment policy and stock ownership requirements .
- RED FLAGS
- None disclosed regarding pledging, hedging, tax gross-ups, or committee interlocks; attendance meets minimum threshold; no related-party transactions involving Furst reported .