James Volk
About James F. Volk
James F. Volk, age 62, is FS KKR Capital Corp.’s Chief Compliance Officer (CCO), a role he has held since April 2015. He oversees all compliance and regulatory matters for FSK and affiliated funds and also serves as CCO of KKR FS Income Trust (K-FIT) and KKR FS Income Trust Select (K-FITS) since each entity’s inception . Before joining FS Investments in October 2014, he was CCO, Chief Accounting Officer, and head of traditional fund operations at SEI Investment Company’s Investment Manager Services unit; earlier, he served as Assistant Chief Accountant in the SEC’s Division of Investment Management and as a senior manager at PricewaterhouseCoopers. He holds a B.S. in Accounting from the University of Delaware and is a Certified Public Accountant . As an externally managed BDC, FSK does not pay executive compensation directly; thus, pay-for-performance metrics (e.g., TSR-linked equity plans) for FSK officers are not disclosed at the company level .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| FS KKR Capital Corp. (FSK) | Chief Compliance Officer | Since Apr 2015 | Leads compliance and regulatory oversight for FSK and affiliated funds . |
| FS Investments | Senior VP, Fund Compliance | Oct 2014–present | Built and oversees compliance program supporting multiple funds in the complex . |
| SEI Investment Company (IMS unit) | CCO; Chief Accounting Officer; Head of Traditional Fund Operations | Prior to Oct 2014 | Ran compliance and operational control functions for fund administration business . |
| U.S. SEC (Division of Investment Management) | Assistant Chief Accountant | Prior role | Provided regulatory/accounting oversight of investment companies and advisers . |
| PricewaterhouseCoopers | Senior Manager | Prior role | Audit/assurance leadership in investment management sector . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| KKR FS Income Trust (K-FIT) | Chief Compliance Officer | Since inception | Parallel CCO responsibilities across affiliated interval funds . |
| KKR FS Income Trust Select (K-FITS) | Chief Compliance Officer | Since inception | Parallel CCO responsibilities across affiliated interval funds . |
Fixed Compensation
As an externally managed BDC, FSK discloses that its executive officers (including the CCO) receive no direct compensation from the Company. Executive pay is set and paid by FS/KKR Advisor, with FSK reimbursing the Advisor for an allocable portion of costs under the Administration Agreement; individual salary/bonus amounts are not reported by FSK .
| Component | Disclosure |
|---|---|
| Base salary | Not paid directly by FSK; not disclosed at company level . |
| Target/actual bonus | Not paid directly by FSK; not disclosed at company level . |
| Perquisites/pension/SERP | Not disclosed at company level . |
| Director fees (for context) | Independent directors are paid cash retainers; executives do not receive director fees from FSK . |
Performance Compensation
FSK does not grant company-level performance awards to executives. No options were granted in FY 2024, and there is no disclosure of RSUs/PSUs for executive officers. Performance metrics, weightings, targets, and payouts tied to officer compensation are not disclosed by FSK due to the external management structure .
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| N/A – executives not paid directly by FSK | — | — | — | — | — |
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Shares beneficially owned (James F. Volk) | 529 shares as of March 31, 2025; “less than 1%” of outstanding . |
| Options (exercisable/unexercisable) | None disclosed; proxy states no shares subject to options exercisable within 60 days of March 31, 2025 . |
| RSUs/PSUs outstanding | Not disclosed; no company equity award detail for officers in FY 2024 . |
| Shares pledged as collateral | Company policy prohibits holding in margin or pledging Company securities without advance approval; no pledges disclosed for Volk . |
| Hedging policy | Directors and officers are prohibited from hedging or monetization transactions in Company securities without prior approval; options/derivatives prohibited . |
| Pre-clearance and trading windows | All officer trades must be pre-cleared by the CCO (or designee) and occur only during window periods absent MNPI . |
| Stock ownership guidelines (officers) | Not disclosed for officers; dollar-range disclosure provided for directors only . |
Insider selling pressure lens: With only 529 shares disclosed and no option overhang, direct selling pressure from Volk appears de minimis at the company level; the proxy does not include Form 4 trade history—monitor Section 16 filings for updates .
Employment Terms
| Term | Disclosure |
|---|---|
| Employment start date as CCO | April 1, 2015 (appointed as CCO effective April 1, 2015) . |
| Employer | FS/KKR Advisor (FSK has no employees); executives serve under advisory/administration arrangements . |
| Contract term/auto-renewal | Not disclosed by FSK (governed by Advisor; not a company obligation) . |
| Severance / Change-of-control | Not disclosed by FSK; no Company-level severance or CoC economics for officers disclosed . |
| Clawback provisions | No executive compensation clawback disclosed; Company maintains a Code of Business Conduct and Ethics . |
| Non-compete / Non-solicit / Garden leave | Not disclosed . |
| Indemnification | Advisor indemnified under advisory/administration agreements, subject to willful misfeasance/bad faith/gross negligence carve-outs . |
Investment Implications
- Alignment and selling pressure: Very small direct ownership (529 shares) and no disclosed options/RSUs suggest minimal personal exposure to FSK equity and low insider selling pressure from Volk specifically; watch future Section 16 filings for material changes .
- Compensation linkage and retention: Because executives are compensated by the external Advisor, FSK’s proxy does not provide pay-for-performance metrics, vesting schedules, or severance terms, limiting visibility into direct incentive alignment and retention triggers at the company level. Retention risk is primarily tied to the Advisor’s employment terms rather than FSK corporate arrangements .
- Governance and risk controls: Volk’s SEC IM Division accounting background and extensive compliance leadership at SEI support a robust control posture; FSK’s insider trading policy restricts hedging, pledging, and derivatives and requires pre-clearance, mitigating governance red flags on insider behavior .
- Trading signals: No company equity award program for officers and no option grants in FY 2024 reduce the likelihood of scheduled vest-driven selling. Lack of visible PSU/TSR structures at the company level also limits inference about near-term, stock-driven incentives for officers .
Overall, Volk appears as a seasoned compliance leader with limited direct equity exposure to FSK; investor focus should remain on (i) Advisor-level incentives and talent retention, (ii) continued strength of FSK’s compliance regime, and (iii) monitoring insider filings for any change in ownership posture .