Richard Shapiro
About Richard Shapiro
Richard Shapiro (age 54) is an independent Class II director of Evolv Technologies Holdings, Inc. (EVLV) and currently chairs the Nominating and Corporate Governance Committee and serves on the Audit Committee. He is Founder and Chief Investment Officer of Ridge Run Partners LLC, with prior portfolio management roles at Millennium Management (two separate tenures) and Wexford Capital, where he became a Partner and Co-Head of Equities; earlier investment roles included Amaranth Advisors and Putnam Investments. He holds an MBA from Georgetown University and a BS in Business Administration from the University of Southern California, and is designated independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Millennium Management | Portfolio Manager (Equities) | 2020–2021; 2007–2011 | Equity investing leadership |
| Wexford Capital | Partner; Portfolio Manager; Co‑Head of Equities; Hedge Fund Investment Committee member | 2011–2020; Partner from 2014 | Co-led equities; investment committee oversight |
| Amaranth Advisors | Investment roles | Not disclosed | Public markets investing |
| Putnam Investments | Investment roles | Not disclosed | Public markets investing |
| Ridge Run Partners LLC | Founder & CIO (family office) | Current | Capital allocation; governance perspective |
External Roles
| Company | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Orion Energy Systems (NASDAQ: OESX) | Director | Current | Not disclosed |
| Elah Holdings (OTCMKTS: ELLH) | Director | Current | Not disclosed |
| Altus Power (NYSE: AMPS) | Director; Chair, Compensation Committee | Through April 2025 (taken private by TPG) | Chaired compensation; governance experience |
| BBQ Holdings (NASDAQ: BBQ; f/k/a Famous Dave’s (NASDAQ: DAVE)) | Director; Chair, Compensation; Member, Nominating & Governance | Prior (dates not disclosed) | Compensation leadership; governance |
Board Governance
- Committee assignments: Chair, Nominating & Corporate Governance; Member, Audit .
- Independence: Board determined Shapiro is independent under Nasdaq rules; all Audit and Compensation Committee members meet specific independence standards .
- Attendance: EVLV’s Board met 24 times in 2024; each director attended ≥75% of Board and applicable committee meetings for the period served . Audit Committee met 7 times in 2024; Nominating & Corporate Governance met 4 times .
- Engagement: Shapiro’s appointment was recommended by a stockholder during EVLV’s engagement campaign, reflecting responsiveness to investor input .
Fixed Compensation
| Component | Amount/Policy | Notes |
|---|---|---|
| Annual Board retainer (cash) | $40,000 | Paid quarterly, prorated for partial quarters |
| Chair of Board (cash) | $40,000 | N/A for Shapiro |
| Audit Committee Chair / Member (cash) | $20,000 Chair; $8,000 Member | Shapiro is a Member ($8,000) |
| Compensation Committee Chair / Member (cash) | $12,000 Chair; $5,000 Member | Not applicable |
| Nominating & Corporate Governance Chair / Member (cash) | $10,000 Chair; $5,000 Member | Shapiro is Chair ($10,000) |
| Investment Committee Chair / Member (cash) | $10,000 Chair; $5,000 Member | Not applicable |
| Annual equity grant (RSUs) | $155,000 grant-date value; vests in full at earlier of ~1 year or prior to next annual meeting | New directors appointed off-cycle receive prorated Annual Grant |
| Director stock ownership guidelines | Minimum 5x annual cash retainer within 5 years of election | As of Apr 21, 2025, each non-employee director was in compliance or had time to comply |
Note: The 2024 non-employee director compensation table does not include Shapiro (he was not a non-employee director for 2024 compensation purposes); his cash retainers and RSU grant in 2025 will follow policy above, with pro-ration based on appointment date .
Performance Compensation
- No performance-linked director compensation disclosed; non-employee director equity awards are time-based RSUs per policy (no TSR/financial hurdles) .
No performance metric table is applicable for director compensation; EVLV’s performance share program (MSUs) applies to executives, not directors .
Other Directorships & Interlocks
| Area | Detail |
|---|---|
| Public company boards | Orion Energy Systems (OESX); Elah Holdings (ELLH) |
| Prior public boards | Altus Power (AMPS) – Director, Chair of Compensation (until Apr 2025); BBQ Holdings (DAVE/BBQ) – Director, Chair of Compensation; Nominating & Governance member |
| Potential interlocks | None disclosed with EVLV customers/suppliers; EVLV notes robust related-party policy and Audit Committee review of related-person transactions . |
Expertise & Qualifications
- Capital markets and portfolio management: Multi-decade public markets investor; Partner-level experience, investment committee membership .
- Governance: Chairs EVLV’s Nominating & Corporate Governance; prior chair roles on compensation committees at public companies .
- Financial oversight: Audit Committee member at EVLV; experienced in evaluating financial statements and risk oversight .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Shares Outstanding | Breakdown | Pledging/Hedging |
|---|---|---|---|---|
| Richard Shapiro | 62,600 | 0.038% (62,600 / 163,470,325) | Direct holdings; no options/RSUs noted within 60 days | Company prohibits hedging/pledging by directors under Insider Trading Policy |
Shares outstanding reference: 163,470,325 Class A common shares as of Apr 21, 2025 .
Governance Assessment
- Strengths: Independent status; chairs Nominating & Corporate Governance and serves on Audit, enhancing board effectiveness. Appointment via stockholder recommendation signals constructive investor engagement and refreshment. Anti-hedging/pledging policy and director ownership guidelines support alignment; Shapiro beneficially owns shares (62,600), adding skin-in-the-game, albeit well below 1% .
- Risks/Considerations: EVLV experienced a 2024 restatement and governance remediation; Shapiro’s Audit Committee role puts him at the center of oversight, which is positive but heightens accountability. No related-party transactions disclosed for Shapiro; continued monitoring warranted given multi-board commitments and EVLV’s recent control enhancements. Attendance threshold met at the Board level for 2024; continue to track individual attendance and committee workload going forward .
Appendix: Committee Membership Summary
| Committee | Members | Chair |
|---|---|---|
| Audit | Kimberly Sheehy; David Mounts Gonzales; Richard Shapiro | Kimberly Sheehy |
| Nominating & Corporate Governance | Richard Shapiro; Neil Glat; Bilal Zuberi | Richard Shapiro |
| Compensation | Kevin Charlton; Kimberly Sheehy; Mark Sullivan | Kevin Charlton |
| Investment | Kevin Charlton; Neil Glat; Kimberly Sheehy | Kevin Charlton |