James R. Matthews
About James R. Matthews
James R. Matthews (age 57) is Chair of the Board and a Class II Director of Eagle Point Credit Company (ECC), having served since May 2014. He is a Managing Director at Stone Point Capital (since October 2011) and serves on the Adviser’s Board of Managers; he holds a B.S. from Boston College and an M.B.A. from Harvard Business School. As of April 2025, he was nominated to continue serving through 2028; following ECC’s conversion to a Delaware statutory trust, he is listed as a Class III Trustee with a term expiring in 2028. He is designated an “interested person” of the Company under the 1940 Act, not an independent director.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Stone Point Capital LLC | Managing Director | Since Oct 2011 | Member of Adviser’s Board of Managers (oversight link to ECC’s external Adviser) |
| Evercore Partners Inc. | Senior Managing Director; Co-Head of Private Equity | Prior to Oct 2011 (joined Stone Point thereafter) | Senior leadership in private equity |
| Welsh, Carson, Anderson & Stowe | General Partner (information and business services focus) | 2000–2007 | Sector specialization in information/business services |
| Salomon Brothers Inc. | Analyst, M&A group | Early career (start) | Investment banking foundation |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Eagle Point Credit Company (ECC) | Chair of the Board; Director (Class II) | Since May 2014; term to 2025 (2028 if elected) | Board leadership; not on Audit/Nominating committees |
| Eagle Point Income Company Inc. | Director | Current | Board role within fund complex |
| Eagle Point Institutional Income Fund | Trustee | Current | Trustee within fund complex |
| Eagle Point Enhanced Income Trust | Trustee | Current | Trustee within fund complex |
| Eagle Point Defensive Income Trust | Trustee | Current | Trustee within fund complex |
| Trident Funds portfolio companies: Alliant Insurance Services; HireRight Holdings Corporation; Private Client Select Insurance Services; Safety TopCo (SambaSafety); Trident AV Holdings (Verisys) | Director | Current | Stone Point/Trident-linked company directorships |
| ECC (post-conversion to DST) | Trustee (Class III) | As of Oct 29, 2025; term to 2028 | Trustee per Declaration of Trust |
Note: The proxy also states that, other than the ECC fund complex entities, Directors have not served on boards of other registrants under the Exchange Act within the last five years, indicating most portfolio company roles are private entities or non-registrants.
Board Governance
- Board composition: six directors; four Independent Directors (Appleby, McDonald, Tramontano, Weiss); two Interested Directors (Matthews, Majewski). Matthews serves as Chairperson; Weiss is Lead Independent Director.
- Committees: Audit and Nominating Committees comprise only Independent Directors; Audit chaired by Weiss; Nominating chaired by Appleby. There is no separate compensation committee; the Nominating Committee recommends Independent Director compensation.
- Attendance and engagement: In FY2024 the Board met 5 times; Audit Committee met 5 times; Nominating Committee met 3 times. Each Director attended ≥75% of aggregate Board/committee meetings and all six Directors attended the 2024 annual shareholder meeting. Independent Directors regularly meet outside management’s presence.
- Terms: As of April 2025 Matthews was a Class II Director with term expiring at the 2025 meeting (nominated to serve through 2028). Post-conversion to a statutory trust (Oct 2025), Matthews is listed as Class III with term expiring in 2028.
Fixed Compensation
| Component | Amount | Applies to Matthews? |
|---|---|---|
| Annual cash retainer (Independent Directors) | $95,000 | No (Interested Directors serve without compensation) |
| Audit Committee Chair fee (Independent) | $12,500 | No |
| Nominating Committee Chair fee (Independent) | $5,000 | No |
| Aggregate compensation from ECC (FY2024) | — for Matthews (no director pay) | Not applicable |
Directors do not receive pension/retirement benefits from ECC. Interested Directors (including Matthews) receive no compensation from ECC.
Performance Compensation
| Element | Details | Applies to Matthews? |
|---|---|---|
| Equity awards (RSUs/PSUs/Options) | No director equity program disclosed; Independent Director compensation is cash-only | No equity awards for Matthews (Interested Director) |
| Performance metrics tied to director pay | None disclosed for directors | Not applicable |
| Clawbacks/CoC/Severance | Not disclosed for directors | Not applicable (no director pay) |
Other Directorships & Interlocks
| Entity | Role | Interlock/Conflict Relevance |
|---|---|---|
| Stone Point Capital; Trident Funds | Managing Director; Trident-linked portfolio company directorships | Adviser to ECC was established with Stone Point; Adviser primarily owned indirectly by Trident Funds; Matthews sits on Adviser’s Board of Managers. Potential related-party influence and oversight conflict. |
| ECC’s external Adviser | Board of Managers includes Matthews | ECC paid the Adviser approx. $42.9 million in base and incentive fees for FY2024; oversight of fees by a board chaired by an interested director is a governance sensitivity. |
| Trident ECC Aggregator LP | 4.8% beneficial owner of ECC common | Affiliate beneficial ownership indicates Stone Point/Trident influence. |
| Eagle Point fund complex (EIC, Institutional Income, Enhanced Income, Defensive Income) | Director/Trustee | Shared governance across affiliated funds; committees at these entities led by Independent Directors. |
The proxy states Directors have not served on other registered public company boards in last five years beyond the fund complex, despite portfolio company roles listed.
Expertise & Qualifications
- Education: B.S., Boston College; M.B.A., Harvard Graduate School of Business Administration.
- Professional expertise: Private equity leadership (Stone Point, Evercore); GP experience in information/business services (Welsh Carson).
- Fund governance experience: Chair of ECC’s Board; service on multiple affiliated fund boards/trusts.
Equity Ownership
| Holder | Common Shares Beneficially Owned | % of Common | Preferred Shares Beneficially Owned | % of Preferred |
|---|---|---|---|---|
| James R. Matthews (Record Date Apr 2025) | — | — | — | — |
| James R. Matthews (Record Date Oct 2025) | — | — | — | — |
| Dollar range of ECC equity securities (Matthews) | None | — | — | — |
| Trident ECC Aggregator LP (affiliate) | 5,822,728 | 4.8% | — | — |
Proxy notes that “—” indicates no reported beneficial ownership and that dollar range for Matthews is “None.”
Governance Assessment
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Strengths
- Board has majority Independent Directors, with Lead Independent Director designated (Weiss), and Independent-only Audit and Nominating committees chaired by independent directors. This structure supports oversight and mitigates conflicts at the committee level.
- Meeting cadence and attendance are solid (Board/Audit/Nominating met 5/5/3 times in 2024; each Director ≥75% attendance; full attendance at 2024 AGM), suggesting active governance engagement.
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Concerns and RED FLAGS
- Matthews is an “interested person” and Chair of the Board, with direct ties to Stone Point and ECC’s external Adviser (Board of Managers). ECC paid ~$42.9 million in base and incentive fees to the Adviser in FY2024—creating a pronounced related-party oversight risk. RED FLAG: chair–adviser affiliation and fee oversight.
- Zero personal share ownership reported for Matthews and “None” dollar range; while Interested Directors are not compensated by ECC, lack of share ownership weakens alignment (“skin-in-the-game”) signals. RED FLAG: no reported ownership.
- A Trident/Stone Point affiliate (Trident ECC Aggregator LP) held 4.8% of ECC common, highlighting sponsor influence. Signal: sponsor concentration.
- No separate compensation committee; Independent Director pay is set via the Nominating Committee, which may limit dedicated compensation oversight (though committees are independent-only).
-
Net view: Committee independence and attendance are positives, but Matthews’ chairmanship combined with Adviser/Stone Point affiliations and lack of personal share ownership raise conflict-of-interest and alignment concerns that investors should monitor alongside fee structures and independent committee activity.