Sohail Prasad
About Sohail Prasad
Sohail Prasad is Chairman of the Board and Chief Executive Officer of Destiny Tech100 Inc. (DXYZ), and founder, Chairman, and CEO of Destiny XYZ Inc., which controls the Company’s investment adviser, Destiny Advisors LLC. He is 31 and has served as a director since November 2020; his term was up in 2025 and he is nominated to serve as a Class III director until the 2028 annual meeting . Prasad previously founded Forge Global (NYSE: FRGE) and has advised/invested in over 200 startups; he attended Carnegie Mellon University in Electrical & Computer Engineering before dropping out . Under his leadership, DXYZ reported NAV growth from $4.84 at listing to $11.37 as of September 30, 2025 (+135%) and noted extraordinary trading demand, including a record premium to NAV shortly after listing and ~$49M average daily volume over the past year .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Destiny XYZ Inc. | Founder, Chairman & CEO | 2020–present | Controls Destiny Advisors LLC; platform for private tech exposure . |
| Destiny Advisors LLC (Adviser to DXYZ) | Chief Executive Officer | 2020–present | Manages DXYZ’s assets; Investment Committee currently comprised of Prasad; fee structure tied to average gross assets . |
| Forge Global, Inc. (NYSE: FRGE) | Founder, CEO & President | 2014–2020 | Built trading, custody, and data infrastructure for private shares; took platform public . |
| XPV Group Inc. | Founder, Executive Chairman | 2022–2024 | Finance services leadership role . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| S2 Capital LLC | Founding Partner | 2012–present | Early-stage technology investor; notable seed positions (Rippling, Rappi, Notion, Retool, Vise, Mercury, Superhuman) . |
| Other Directorships | — | — | None listed for Prasad in Company’s filing . |
Fixed Compensation
| Component | 2024/2025 Terms | Notes |
|---|---|---|
| Company salary/bonus to CEO | None (no direct compensation paid by DXYZ to officers who are also officers/employees of the Adviser) | DXYZ does not expect to have employees; services provided by Adviser or third parties . |
| Director cash compensation (Interested Director) | None (interested directors are unpaid) | Independent directors receive retainers; interested directors (incl. Prasad) do not . |
| Adviser management fee (paid by DXYZ to Destiny Advisors LLC) | 2.50% annualized of average gross assets (payable quarterly), post-listing (previously 2.00% of invested capital monthly pre-listing) | Fee based on gross assets, not performance alpha; increases with asset growth/raising capital . |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Company-level executive incentives (RSUs/PSUs/options) | Not applicable | — | — | — | DXYZ does not maintain stock/option plan or non-equity incentive plan for directors; no executive incentive plan disclosed . |
- The Compensation Committee oversees policies and any incentive/equity plans requiring Board approval, but no executive incentive awards for Prasad are disclosed .
Equity Ownership & Alignment
| As of | Shares Direct | Spouse | Destiny XYZ Inc. (controlled by Prasad) | Total noted in filing | % of Outstanding | Shares Outstanding |
|---|---|---|---|---|---|---|
| 2023-12-22 (Form 3) | 50,000 | — | 1,455,276 | — | — | — |
| 2025-10-13 (Record Date) | 8,000 | 1,125 | 702,065 | 711,190 | 5.0% | 14,427,988 |
- Hedging and pledging prohibitions: Directors/officers and Adviser personnel are prohibited from short-selling, hedging/monetization transactions, and pledging DXYZ securities in margin accounts or as collateral .
- Ownership guidelines: Not disclosed.
- Vested vs. unvested, options in-the-money value: No executive equity awards disclosed .
Employment Terms
| Term | Disclosure |
|---|---|
| CEO/Chairman status | Board appointed Prasad as Chairman; he is also CEO; considered an “interested” director due to controlling interest in the Adviser . |
| Employment agreement | Not disclosed; officers who are also Adviser personnel receive no direct compensation from DXYZ . |
| Severance/change-of-control provisions | Not disclosed for executives; Adviser agreement renewal/termination terms disclosed separately . |
| Non-compete / non-solicit / garden leave | Not disclosed for executives. |
| Insider trading policy | Prohibits hedging/pledging; aligns with robust restrictions . |
Advisory Agreement Economics and Governance
- Term and renewal: Initially approved April 29, 2022; renewed April 4, 2024 and April 23, 2025; annual continuation requires majority Board or shareholder approval, including a majority of independent directors .
- Termination: Either DXYZ or the Adviser may terminate on 60 days’ written notice without penalty; automatic termination upon assignment .
- Fee basis: 2.50% of average gross assets post-listing; fee table example estimates management fee as 2.59% (or 2.66%) of net assets attributable to common stock depending on period assumptions .
Board Governance
- Roles and independence: Prasad serves as Chairman; Board majority are Independent Directors; Prasad is “interested” due to control of Adviser .
- Lead Independent Director: The Board does not have a lead independent director; the Audit Chair acted as liaison between independent directors and management .
- Meetings/attendance: The Board met 8 times in 2024; all incumbent directors attended all Board and committee meetings .
- Committees: Audit, Nominating and Corporate Governance, Compensation—membership limited to Independent Directors .
- Committee membership before and after Annual Meeting detailed; Audit Chair to be Charles Jacobson post-meeting; Compensation Chair Lee Daley; Nominating Chair Travis Mason .
Director Compensation (Prasad as Director)
| Director Type | Annual Retainer (Cash) | Notes |
|---|---|---|
| Interested Directors (incl. Prasad) | — (no compensation) | Independent directors receive $100,000; interested directors do not . |
Performance & Track Record
| Metric | Period | Value |
|---|---|---|
| NAV per share | Listing (Mar 26, 2024) → Sep 30, 2025 | $4.84 → $11.37 (+135%) |
| Trading demand/premium to NAV | First month post-listing | Premium exceeded 2,000% (historical record context cited) |
| Average daily trading volume | Nov 1, 2024–Nov 1, 2025 | ~$49M |
Compensation Structure Analysis
- No company-paid salary/bonus or director cash fees to Prasad as an “interested” director/officer; compensation linkage is indirect, via DXYZ paying a 2.50% gross-asset-based management fee to the Adviser he controls .
- Fee structure favors asset growth (gross assets, including borrowed amounts) rather than investment performance alpha, creating potential incentives for capital raising and balance-sheet scaling; no performance fee is disclosed .
- No executive equity or option programs at DXYZ; directors lack stock/option plans and non-equity incentive plans; hedging/pledging prohibited, supporting alignment but limiting personal liquidity management tools .
Risk Indicators & Red Flags
- Dual role concentration: CEO + Chairman + control of Adviser (interested director) raises independence and conflict-of-interest concerns; Board lacks a lead independent director, though committee memberships are independent-only .
- Fee alignment: Management fee based on average gross assets can incentivize asset growth over return discipline; no performance-based fee disclosed .
- Insider trading controls: Strong prohibitions on hedging/pledging; mitigates some alignment risks .
- Legal proceedings: None of the type described in Items 401(f) against directors/officers in the past 10 years; none pending .
Equity Ownership & Alignment Detail
- Beneficial ownership: Prasad beneficially owns 711,190 shares (5.0%) as of Oct 13, 2025; includes 8,000 directly, 1,125 by spouse, and 702,065 via Destiny XYZ Inc. he controls; shares outstanding 14,427,988 .
- Form 3 at listing: 50,000 direct and 1,455,276 via Destiny XYZ Inc. initially disclosed (Dec 22, 2023) .
- Pledging: Prohibited by policy; no pledging disclosures .
Employment & Contracts
- Executive employment terms: Not disclosed (no company-paid compensation to officers who are also Adviser personnel; CFO/CCO functions outsourced to PINE Advisers LLC with monthly fees) .
- Advisory Agreement governance: Annual renewal by Board or shareholders; terminable on 60 days’ notice; management fee set by agreement and tied to average gross assets .
Investment Implications
- Alignment: Direct company compensation to Prasad is nil; his economic exposure is primarily through ownership in DXYZ and control of Adviser economics. The absence of hedging/pledging supports alignment, but fee design based on gross assets can bias decisions toward raising and deploying capital quickly .
- Governance: Independence safeguards exist at the committee level, yet CEO/Chairman duality and Adviser control heighten conflict risk; lack of a lead independent director reduces counterbalance, increasing reliance on committee chairs (Audit/Compensation/Nominating) for oversight .
- Performance lens: Reported NAV growth (+135%) and strong market demand signal execution momentum; however, asset-based fees necessitate scrutiny of underwriting quality, liquidity, and valuation discipline to ensure value creation beyond asset scaling .
- Trading signals: Beneficial ownership at 5% and policy prohibitions on hedging/pledging reduce immediate selling risk; monitor future filings for changes in Destiny XYZ Inc. holdings and any capital raising that expands gross assets, which would increase Adviser fees .