Murray Stahl
About Murray Stahl
Murray Stahl is Chairman of the Board, Chief Executive Officer, and Chief Investment Officer of Horizon Kinetics Holding Corporation (HKHC). He co‑founded Horizon Kinetics and has 30+ years of investing experience; previously a senior portfolio manager and research analyst at Bankers Trust (1978–1994). Age: 71; Education: BA (1976) and MA (1980) from Brooklyn College; MBA (1985) from Pace University . Under his leadership in 2024: total revenues grew 18%; AUM rose ~51% to $9.8B; incentive fees (proprietary funds) were $51.7M (economically beneficial but eliminated from consolidated revenue); TSR from Aug 1 to Dec 31, 2024 was 169.86 on $100 base; Net Income was ~$92.5M .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Bankers Trust Company | Senior portfolio manager and research analyst | 1978–1994 | Institutional investing experience; foundation for later research-driven asset management approach |
| Horizon Kinetics (pre‑merger entity) | Co‑founder; CEO/CIO; Chair, Investment Committee | Not disclosed | Built proprietary research; portfolio management leadership across funds and SMAs |
External Roles
| Organization | Role | Years | Notes / Strategic Impact |
|---|---|---|---|
| Kinetics Mutual Funds, Inc. | Director and CIO | Current (as of 12/31/24) | Oversees seven mutual funds (~$2.45B AUM) |
| FRMO Corp. (OTC: FRMO) | Chairman & CEO | Current | Related‑party ties with HKHC (see Related Parties) |
| RENN Fund, Inc. (NYSE: RCG) | Director & Portfolio Manager | Current | Closed‑end fund (~$19M AUM) |
| Texas Pacific Land (NYSE: TPL) | Director | Current | External board seat; potential network/insight benefits |
| Minneapolis Grain Exchange | Board member | Current | Market infrastructure exposure |
| Bermuda Stock Exchange | Board member | Current | Market infrastructure exposure |
| MSRH, LLC | Member (investment advisory) | Current | Advisory role |
Board Governance at HKHC
- Role/tenure: Chairman of the Board and CEO/CIO; the company combines Chair and CEO roles. Board designated Lead Independent Director (Daniel J. Roller) as counterbalance .
- Committee structure: All management directors (including Stahl) receive no committee assignments; Audit (Chair Rosenthal), Compensation (Chair Brennan), Nominating & Corporate Governance (Chair Nagelberg) comprised of independent directors; all committee members deemed independent and multiple are audit committee financial experts .
- Board/committee activity: Board met 2 times in 2024; all directors attended .
- Director compensation: Non‑management directors receive $100,000 cash annually (inclusive of committee service); management directors, including Stahl, receive no additional board fees .
Dual‑role implications: Combined CEO/Chair concentrates authority; mitigants include an active Lead Independent Director and fully independent key committees .
Fixed Compensation
| Year | Base Salary ($) | Director Fees ($) | Other Compensation ($) | Notes |
|---|---|---|---|---|
| 2024 | 386,400 | 0 (no additional board pay) | 19,590 (healthcare benefits) | No employment agreement; no equity awards |
| 2025 | 410,000 | 0 | ~20,000 (estimated healthcare benefits) | Bonus for 2025 listed as TBD in the program table |
Performance Compensation
| Incentive Type | Metric(s) | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| Annual Cash Bonus (CEO) | Discretionary; company states bonuses are discretionary; 2024 bonus paid to Stahl: $0 | N/A | N/A | 2024: $0 | N/A |
| Company Bonus Pool (2025 design) | % of incentive fees earned by the company; applies to executive officers other than Messrs. Stahl, Bregman, Doyle | N/A | N/A | TBD for 2025 (CEO excluded from pool per program design) | N/A |
- Equity-based incentives: “The Company does not currently intend to pay its executive officers in the form of stock awards, options, or any other form of equity‑based compensation”; no outstanding equity awards as of 12/31/24 .
- Clawback: Company maintains a clawback policy for incentives in event of restatements due to misconduct/fraud (policy referenced at program level) .
- Insider trading policy: Adopted and in place .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (Apr 21, 2025) | 9,302,736 shares (49.9% of outstanding 18,635,321) |
| Components of beneficial ownership | Direct: 248,460 (received at merger); Deemed beneficial: 8,216,437 via Horizon Common, Inc.; 823,863 via FRMO Corp.; ~13,976 in other pooled accounts; Stahl disclaims beneficial ownership except to pecuniary interest |
| Vested vs. unvested | No outstanding equity awards; no vesting overhang |
| Options | None outstanding for Stahl |
| Pledging/Hedging | No specific pledging/hedging disclosure identified in proxy; company cites insider trading policy |
| Ownership guidelines | Not disclosed in proxy |
Employment Terms
| Provision | Status |
|---|---|
| Employment agreement | None; company has no employment agreements with executive officers |
| Severance / Change‑of‑control | Not disclosed; no agreements noted given absence of employment contracts |
| Non‑compete / Non‑solicit / Garden leave | Not disclosed in proxy |
| Clawback | Policy to recover incentives for financial restatements due to misconduct or fraud |
| Deferred compensation / SERP | None reported for Stahl in 2024 (non‑qualified deferred compensation earnings $0) |
| Perquisites | None provided to NEOs during 2024 (aside from healthcare cost noted above) |
Performance & Track Record (Company metrics while CEO)
| Metric | Period | Result |
|---|---|---|
| Total revenue growth | FY 2024 | +18% YoY |
| AUM | FY 2024 | $9.8B; +$3.3B (+51%) YoY |
| Incentive fees (proprietary funds) | FY 2024 | $51.7M (economically beneficial; eliminated from consolidated revenues) |
| Total shareholder return (TSR) | 8/1/24–12/31/24 | 169.86 (on $100 initial; dividends reinvested) |
| Net Income | FY 2024 | ~$92.472M |
Related Party Transactions (Governance risk considerations)
- FRMO Corporation arrangement: FRMO has a right to 4.2% of HKHC gross revenue (pre commission sharing) and owns 4.4% of HKHC; HKHC also owned 196,117 FRMO shares at 12/31/24 .
- Preferential/waived fees: HKHC waives or discounts fees for proprietary funds and certain affiliates/employees .
- CMSC/Winland/HM Tech: HKHC has services agreements with CMSC and Winland; it owns equity and advanced funds to HM Tech (digital asset mining); it guaranteed a $0.3M HM Tech note receivable to CMSC in event of default; overlapping officer roles disclosed .
- Review process: Conflicts handled under a written Conflict of Interest Policy with unaffiliated director/Audit Committee approvals required .
Risk Indicators & Red Flags
- Financial statement restatement: 8‑K (Feb 13, 2025) announced non‑reliance and restatement to consolidate certain proprietary funds under VIE model; company did not expect impact to cash, total shareholders’ equity, or net income attributable to HKHC; provides reconciliations and plans ongoing reconciliations in earnings .
- Internal controls history: Prior auditor disclosures referenced material weaknesses (legacy Scott’s) prior to merger; audit firm changes in 2024–2025 covered in proxy .
- Governance structure: Combined CEO/Chair role mitigated by Lead Independent Director and independent committees .
- Related parties: FRMO revenue share and other affiliate transactions require continued vigilance .
Director Compensation (as relevant to dual role)
| Director | 2024 Cash Fees ($) | Equity Awards | Notes |
|---|---|---|---|
| Murray Stahl | – | – | Management director; no additional board pay |
| Non‑management directors | 100,000 annual (paid quarterly; inclusive of committee service) | None | Policy set Aug 13, 2024 |
Compensation Structure Analysis
- Shift/mix: CEO pay heavily cash‑based with modest base salary; no equity issuance (no dilution; no vesting overhang) .
- Performance linkage: No formal performance metrics for CEO; bonus for 2024 was $0; 2025 bonus pool design applies to other executives (linked to incentive fees) and excludes CEO, indicating limited direct pay‑for‑performance linkage for Stahl .
- Governance protections: Clawback policy exists; insider trading policy in place .
- Peer benchmarking: Committee references market data and a peer group of publicly‑traded asset managers; specific peers not disclosed .
Say‑on‑Pay & Shareholder Feedback
- 2025 Proposals include Say‑on‑Pay and frequency vote (board recommends “FOR” and annual frequency) .
- Historical approval rates: Not disclosed in 2025 proxy.
Compensation Committee & Governance Processes
- Committee composition: Independent directors; Brennan (Chair), Roller (M), Rosenthal (M), Nagelberg (M) .
- Authority: May retain independent compensation consultants; oversees benefit/equity plans (though none currently used for execs) .
- Meetings: Compensation Committee met 2 times in 2024; full attendance .
Investment Implications
- Alignment/control: Stahl’s ~50% beneficial ownership strongly aligns long‑term incentives but concentrates control (watch minority protections; related‑party oversight). No equity grants remove dilution/vesting‑related selling pressure, but also reduce explicit pay‑for‑performance linkage at the CEO level .
- Governance risk: Combined CEO/Chair structure is partly offset by a Lead Independent Director and fully independent committees; board met and had full attendance, but investors should monitor independent oversight efficacy and committee activity levels .
- Financial reporting risk: The 2025 restatement (VIE consolidation) raises complexity in reported results; management indicates no impact to cash/equity/net income attributable to HKHC, but continued transparency and reconciliations will be key to investor confidence .
- Related‑party exposure: FRMO revenue share and crypto‑related affiliates (CMSC/HM Tech) introduce conflicts and non‑core risk; the Conflict of Interest Policy and Audit Committee oversight are positives, but transactions warrant ongoing scrutiny .
- Performance backdrop: Strong 2024 TSR, revenue growth, and AUM expansion provide positive momentum for incentive fee generation and capital‑light scalability in asset management, improving earnings quality—though bonus mechanisms for the CEO remain limited/discretionary .