Michael J. Levitt
HERBALIFEAbout Michael J. Levitt
Michael J. Levitt (age 66) is an independent director at Herbalife Ltd. (HLF) since 2024, with deep credit markets and investment management experience, including prior CEO and Chairman roles. He is Chairman of Irradiant Partners, and previously was Chairman (2018–2024) and CEO (2021–2023) of Core Scientific; he founded Stone Tower Capital and held senior roles at Apollo, Kayne Anderson, Hicks, Muse, Smith Barney, and Morgan Stanley. He holds both an undergraduate degree and Juris Doctor from the University of Michigan .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Core Scientific, Inc. | Chairman; Chief Executive Officer | Chairman 2018–2024; CEO 2021–2023 | Led during Chapter 11 reorganization (filed 2022, plan approved 2024) |
| Kayne Anderson Capital Advisors, LP | Chief Executive Officer | 2016–2021 | Alternative investment management leadership |
| Apollo Global Management, LLC | Vice Chairman | (after Apollo acquired Stone Tower) | Credit investing leadership; integration following acquisition |
| Stone Tower Capital LLC | Founder, Chairman, CEO, CIO | Founded 2001 | Built and led institutional credit platform |
| Hicks, Muse, Tate & Furst, Inc. | Partner | (not dated) | Private equity investing |
| Smith Barney Inc. | Managing Director; Co-Head Investment Banking Division | (not dated) | Capital markets and advisory leadership |
| Morgan Stanley & Co. | Managing Director | (not dated) | Investment banking leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Irradiant Partners, LP | Chairman | 2021–Present | Investment management focused on liquid/opportunistic credit and renewable private equity/credit |
| The Music Acquisition Corporation | Director | Dec 2020–Dec 2022 | SPAC board experience |
| University of Michigan (Endowment Committee; Ross Advisory Board; Cook Trust Trustee) | Advisor/Trustee | (ongoing) | University governance roles |
| Current Public Company Boards | None | — | No current public company directorships |
Board Governance
- Independence: Independent director per NYSE standards; Board affirmed independence for all directors except Johnson (CEO) and two Member-distributors; Levitt is independent .
- Committees: None (not listed on Audit, Compensation, Nominating & Corporate Governance, or ESG) .
- Attendance and engagement: Board held 7 meetings in 2024; all directors attended ≥75% of aggregate Board/committee meetings; all then-serving directors attended the 2024 AGM .
- Years of service: Director since March 1, 2024; standing for election on the 2025 slate .
Fixed Compensation
| Component (2024) | Amount | Detail |
|---|---|---|
| Board cash fees | $83,333 | Prorated annual retainer ($100,000/year for Board service); Levitt appointed March 1, 2024 |
| Committee member fees | $0 | No committee assignments; fees are $10,000/year per committee (chairs higher) |
| Committee chair fees | $0 | Not a chair; chair fees $15,000–$20,000 depending on committee |
| Lead Director fees | $0 | Lead Director equity grant applies to Lead Director (LeFevre), not Levitt |
Performance Compensation
| Equity Component (2024) | Grant Value | Units/Status | Vesting/Terms |
|---|---|---|---|
| Annual RSU grant to directors | $149,994 | 2024 Board RSU grant; units rounded down to whole units | Annual vest; 2024 Board RSUs scheduled to vest April 15, 2025 |
| RSUs outstanding (12/31/2024) | $104,745 market value | 15,657 RSUs unvested at FYE | Market value based on $6.69 closing price on 12/31/2024 |
| Options/SARs | — | None disclosed for director compensation | Directors receive RSUs (not SARs/options) under Board program |
Note: Herbalife’s director equity program is time-based RSUs; no disclosed director performance metrics (e.g., TSR hurdles) for director grants .
Other Directorships & Interlocks
| Company | Role | Overlap/Interlock with HLF | Notes/Potential Conflicts |
|---|---|---|---|
| Current public company boards | None | N/A | No current public directorships (reduces interlock risk) |
| Core Scientific, Inc. | Chairman; CEO | None disclosed | Chapter 11 involvement may be a reputational consideration for credit/governance lens |
| Compensation Committee interlocks (HLF) | N/A | None | Proxy states no relationships/transactions requiring disclosure for Compensation Committee members; Levitt not on committee |
Expertise & Qualifications
- Significant financial expertise in corporate credit and investment markets; prior CEO/Chairman experience; private equity and investment banking senior roles .
- Legal training (JD) and governance experience through university boards/advisory positions .
- Provides Board acumen in capital structure, financing, and investor perspectives; biography identifies consumer products financial expertise .
Equity Ownership
| Item | Amount / Status |
|---|---|
| Beneficial ownership (HLF common) | 15,657 (RSUs with restrictions that may lapse within 60 days) |
| % of shares outstanding | ~0.015% (15,657 ÷ 101,341,321; sources: beneficial table and Record Date share count) |
| Unvested RSUs (12/31/2024) | 15,657; $104,745 market value at $6.69/share |
| Pledged/hedged | Company prohibits director hedging/pledging under policy |
| Ownership guidelines | Directors encouraged to hold 5× annual retainer; Levitt in 5-year transition period to March 2029 |
Governance Assessment
- Strengths: Independent status; clean related-party profile (no Levitt-specific related party transactions disclosed); compliance pathway under stock ownership guidelines; anti-hedging/pledging policy; annual board/committee assessments; majority voting; ESG oversight via committee structure .
- Engagement: Board met 7 times in 2024; all directors ≥75% attendance; Levitt appointed March 1, 2024, implying partial-year participation .
- Compensation alignment for directors: Mix of cash retainer and time-based RSUs; no meeting fees; annual RSUs vest on an annual cadence; straightforward, shareholder-aligned (no option repricing, hedging/pledging disallowed) .
- Potential RED FLAGS: Prior leadership at Core Scientific during Chapter 11 process could be a reputational/track-record consideration for risk oversight; no HLF-specific conflicts disclosed for Levitt .
Related-party note: Proxy details related-party income for distributor-directors and an NEO’s distributorship suspension payment; no Levitt-related transactions disclosed .
Say-on-pay signal: 95.9% approval in 2024 suggests broad investor support for compensation governance; not director-specific but relevant to overall governance confidence .