Robert N.C. Nix, III
About Robert N.C. Nix, III
Robert N.C. Nix, III, age 70, is an independent director of FS Credit Opportunities Corp. (FSCO) whose current term expires in 2027; he has served on the Board since October 2019 . He is the founder and owner of Pleasant News, Inc. (PNI), an airport concessionaire and management services operator, and previously served as counsel at Obermayer Rebmann Maxwell & Hippel LLP . Nix currently serves on the Board of Hyperion Bank and as Board Chairman of Merakey; prior civic and board roles include the City of Philadelphia’s Board of Revision of Taxes, Parkside Recovery, Fairmount Park Conservancy, and the Schuylkill River Development Corporation . He holds a J.D. from the Nova Law Center and a B.S. in Economics from the University of Pennsylvania .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Pleasant News, Inc. (PNI) | Founder & Owner | Since 1995 | Airport concessions/management operations (>21 years experience) |
| Obermayer Rebmann Maxwell & Hippel LLP | Counsel | Prior to current roles (dates not disclosed) | Legal advisory background |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Hyperion Bank | Board Member | Current | Community bank board service |
| Merakey (formerly NHS Corporation) | Board Chairman | Current | Nonprofit providing developmental behavioral health services |
| City of Philadelphia Board of Revision of Taxes | Board Member | Prior | Civic oversight role |
| Parkside Recovery | Board Member | Prior | Community service organization |
| Fairmount Park Conservancy | Board Member | Prior | Civic/nonprofit board service |
| Schuylkill River Development Corporation | Board Member | Prior | Civic/nonprofit board service |
Board Governance
| Attribute | Details |
|---|---|
| Independence | Independent under NYSE rules and 1940 Act; Board determined no material business or professional relationship within last 2 years apart from Board roles |
| Years of service | Director since October 2019; current Class II term expires in 2027 |
| Committee memberships | Audit Committee (Member; Chair: Philip E. Hughes, Jr.); Nominating & Corporate Governance Committee (Member) |
| Committee meeting cadence | Audit Committee met 8 times in 2024; Nominating & Corporate Governance Committee met once in 2024 |
| Board meeting cadence | Board met 6 times in 2024 (including four quarterly meetings) |
| Attendance | Each director attended at least 75% of Board and committee meetings held during their service period in 2024 |
| Lead Independent Director | Walter W. Buckley, III serves as Lead Independent Director |
| Executive sessions | CCO meets separately in executive session with independent directors at least annually |
| Fund complex oversight | Oversees one registered investment company in the Fund Complex |
Fixed Compensation
| Component | Amount (USD) |
|---|---|
| Annual Board Retainer | $100,000 |
| Lead Independent Director Retainer | $25,000 (not applicable to Nix) |
| Board Meeting Fee (per meeting) | $2,500 |
| Audit Committee Chair Retainer | $20,000 (Nix is not chair) |
| Nominating & Corporate Governance Chair Retainer | $15,000 (Nix is not chair) |
| Committee Meeting Fee (per meeting) | $1,000 |
| 2024 Director Compensation | Company Fees (USD) | Fund Complex Total (USD) |
|---|---|---|
| Robert N.C. Nix, III | $130,000 | $130,000 |
The Company reimburses reasonable out-of-pocket expenses for in-person Board and committee meetings . Executive officers receive no direct compensation from the Company; there is no standing compensation committee, and director compensation is set by the full Board using comparable fund data and, at times, independent consultants .
Performance Compensation
- No equity grants (RSUs/PSUs), option awards, or performance-based director compensation are disclosed; director pay is presented as cash fees only in the proxy .
- No director performance metrics, vesting schedules, severance, change-of-control terms, clawbacks, tax gross-ups, or deferred compensation elections are disclosed for directors in the proxy .
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Public company boards (past 5 years) | None disclosed for Nix |
| Fund complex roles | Prior trusteeships on FS Global Credit Opportunities Funds and FSGCO T-2 (merged into FSCO in Dec 2020) |
Expertise & Qualifications
- Founder/operator with long-tenured experience in concessions, distribution, food & beverage, and retail operations via PNI .
- Legal training and prior counsel role; J.D. (Nova Law Center) and B.S. in Economics (University of Pennsylvania) .
- Community bank governance (Hyperion Bank) and significant nonprofit board leadership (Merakey Chairman; multiple civic boards) .
- Investment company governance familiarity; oversight of one registered investment company in the Fund Complex .
Equity Ownership
| Metric | Value |
|---|---|
| Common Shares Beneficially Owned | 13,195 shares; 7,445 held in an IRA |
| Ownership % of Outstanding | <1% of 198,355,867 Common Shares outstanding (as of May 1, 2025) |
| Dollar Range of Equity Securities | $50,001 – $100,000 |
| Options Exercisable within 60 days | None; no shares subject to options currently exercisable across reporting insiders as of May 1, 2025 |
Insider Trades and Filing Compliance
| Item | Disclosure |
|---|---|
| Section 16(a) compliance | One failure to timely file: Nix failed to timely file a Form 4 in September 2024; all other Section 16 filings for 2024 were timely for other insiders |
| Hedging policy | Directors/officers prohibited from hedging or monetization transactions in Company securities without prior approval by the Chief Compliance Officer |
Governance Assessment
-
Strengths
- Independent status; multi-committee service (Audit and Nominating/Governance) with regular meeting participation supports engagement and oversight .
- Audit Committee structure includes a financial expert (Hughes) and active cadence (8 meetings in 2024), enhancing financial reporting and valuation oversight .
- Annual executive sessions with the CCO bolster compliance oversight; Lead Independent Director role centralizes independent governance leadership .
- Meaningful personal share ownership ($50k–$100k range; 13,195 shares), though not large relative to float, indicates alignment through direct holdings .
-
Red Flags / Watch Items
- Late Form 4 in September 2024 (Section 16(a) filing delinquency) — signals procedural lapse; monitor future filings for timeliness .
- Compensation is cash-only with no disclosed equity-based director compensation or ownership guidelines — alignment depends on voluntary holdings rather than structured equity incentives .
- Externally managed fund structure with adviser fee arrangements and co-investment exemptive relief increases reliance on Board committee oversight to mitigate potential conflicts at the sponsor/adviser level (general context) .
Overall, Nix’s independence, committee service, and consistent meeting cadence support Board effectiveness. The 2024 Form 4 delinquency is a governance caution; with no disclosed director equity incentives or ownership guidelines, his alignment is via personal holdings rather than formal pay-for-performance structures .