Russell Grimaldi

About Russell Grimaldi

Russell Grimaldi, age 45, is Chief Compliance Officer of Horizon Kinetics Holding Corporation (HKHC). He joined Horizon Kinetics in 2005 and previously served as Chief Compliance Officer and Associate General Counsel of Horizon Kinetics, overseeing the firm’s compliance program and supporting all legal and regulatory functions. He also serves as Secretary and Chief Compliance Officer for RENN Fund, Inc. and for Consensus Mining & Seigniorage Corporation, and holds a BA in Legal Studies from Quinnipiac University (cum laude) and a JD from Albany Law School . HKHC’s recent performance context: 2024 revenues grew 18%, AUM increased ~$3.3 billion (51%) to $9.8 billion, net income was approximately $92.5 million, and cumulative TSR from August 1 to December 31, 2024 was 169.86, framing a backdrop for incentive alignment in 2025 .

Past Roles

External Roles

Fixed Compensation

• Program design: Executive pay comprises base salaries and discretionary cash bonuses; the Company currently does not intend to grant stock awards, options, or other equity-based compensation and has no employment agreements with executive officers .
• Peer benchmarking: Compensation Committee considered market data from similarly situated publicly traded asset managers to inform pay decisions .
• Benefits/perquisites: Employees (including executives) receive standard medical, dental, vision, disability, life insurance, and savings programs; perquisites were not provided to NEOs in 2024 .

Performance Compensation

• Design linkage: For 2025, the executive bonus pool (excluding Messrs. Stahl, Bregman, Doyle) will be based on a percentage of incentive fees earned by the Company, with payouts discretionary and made in cash .

• Risk controls: Compensation Committee maintains clawback policy to recover incentives for financial restatements due to misconduct or fraud and retains discretion to reduce annual cash awards .

Equity Ownership & Alignment

Employment Terms

• Employment agreements: None for executive officers (no contract term, auto-renewal, or severance multiples disclosed) .
• Change-of-control economics: Not disclosed; no equity acceleration terms disclosed given lack of equity grants .
• Clawback/insider trading: Company maintains insider trading policy for directors, officers, employees; clawback policy for restatements due to misconduct or fraud .
• Non-compete/non-solicit/garden leave: Not disclosed.

Performance & Track Record Context

• Strategic milestones: Completed reverse acquisition merger with Scott’s Liquid Gold-Inc. in August 2024; launched new funds/strategies; declared a quarterly dividend of $0.053 per share for December 16, 2024 .

Governance Notes (Committee context)

• Compensation Committee: Oversees executive pay structure and approves awards; met twice in 2024; maintains risk-mitigation policies (clawback, discretion) .

Investment Implications

• Alignment: Grimaldi’s direct beneficial ownership is minimal (132 shares), and HKHC’s current intent is to avoid equity-based awards—limiting classic “skin-in-the-game” and reducing vesting-related selling pressure; compensation alignment for 2025 is tied to Company incentive fees, which is a performance-linked lever albeit with discretionary payout risks .
• Retention risk: Absence of employment agreements, severance, or CIC protections suggests flexibility for the Company but could elevate retention risk vs. peers that use equity and contractual protections; counterbalanced by standard benefits and the established clawback and insider trading policies .
• Trading signals: Limited equity ownership and no vesting calendars imply low forced-selling pressure tied to grant schedules; bonus pool sensitivity to incentive fees connects pay to firm investment outcomes, potentially aligning behavior with AUM/performance cycles highlighted in 2024 results .
• Role-criticality: As Chief Compliance Officer across HKHC and affiliated entities, governance and regulatory rigor are central—positive for risk oversight; external compliance roles at RENN and CMSC indicate broader network responsibilities, but no conflicts or related-party concerns specifically tied to Grimaldi are disclosed in the proxy’s related-party section .

Sources:
**[88000_0001062993-25-008249_formdef14a.htm:14]** Executive officer biography and roles; education
**[88000_0001062993-25-008249_formdef14a.htm:15]** 2024 performance highlights (revenues, AUM, incentive fees; merger; launches)
**[88000_0001062993-25-008249_formdef14a.htm:18]** Pay-versus-performance: TSR and net income
**[88000_0000950170-24-125647_slgdd-ex99_1.htm:0]** Q3 press release highlights (revenue growth; dividend)
**[88000_0000950170-24-125647_slgdd-ex99_1.htm:1]** Q3 financials (revenue)
**[88000_0001062993-25-008249_formdef14a.htm:16]** Program design; 2025 bonus pool; equity intent; peer benchmarking
**[88000_0001062993-25-008249_formdef14a.htm:17]** Summary compensation narrative; benefits; no equity awards outstanding for NEOs; insider trading policy
**[88000_0001062993-25-008249_formdef14a.htm:12]** Compensation risk controls and clawback policy
**[88000_0001062993-25-008249_formdef14a.htm:3]** Shares outstanding
**[88000_0001062993-25-008249_formdef14a.htm:23]** Security ownership table (Grimaldi holdings)