Eric Siegert
HOULIHAN LOKEYAbout Eric Siegert
P. Eric Siegert, age 60, is Co‑Chairman of Houlihan Lokey and Global Co‑Head of Financial Restructuring, with more than 37 years at the firm. He has worked on 100+ restructuring transactions, testified in bankruptcy court as a valuation and financial restructuring expert, and is a frequent industry speaker; he holds a B.A. in Economics from UC Berkeley . He became Co‑Chairman effective June 10, 2024 and was elected a Class III director at the 2024 Annual Meeting, with his board term expiring in 2027 . During his tenure as part of the executive team, HLI achieved its highest annual revenue in fiscal 2025 and integrated multiple acquisitions; HLI reported revenue of $2,389 million and net income of $400 million in FY2025, with the value of an initial fixed $100 investment reaching $314 (company TSR), compared to $264 for its S&P 500 Financials peer group .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Houlihan Lokey | Global Co‑Head, Financial Restructuring | — (more than 37 years at HLI) | Led work on 100+ major restructurings; expert testimony; practice leadership |
| Houlihan Lokey | Co‑Chairman | Since June 10, 2024 | Executive leadership during record revenue year; integration of acquisitions |
| Houlihan Lokey | Director (Class III) | Elected July 26, 2024; term through 2027 | Board oversight; controlled company governance context |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Alabama River Group | Director (prior to sale) | — | Served on board prior to sale to Georgia‑Pacific Corp. |
| Wise Metals Group | Director | — | Board-level oversight at metals company |
| Joy Global Inc. | Director | — | Director of industrial equipment company |
Fixed Compensation
| Item | FY2025 | Notes |
|---|---|---|
| Base Salary ($) | $450,000 | Increased to $500,000 effective July 1, 2024 |
| Perquisites | Limited (e.g., travel stipends; possible tax equalization) | Competitive package; modest scope |
| 401(k) | Plan participation; no matching to NEO accounts in FY2025 | Standard benefits (medical, disability, life insurance) |
Performance Compensation
| Component | Metric | Weighting/Target | Actual/Payout ($) | Vesting |
|---|---|---|---|---|
| Annual Cash Incentive (FY2025 Bonus) | Company and individual performance; Committee judgment | Not formulaic (discretionary) | $10,007,000 | N/A (cash) |
| Time‑Based Restricted Shares (FY2025 Bonus) | Retention-oriented | Not disclosed | $3,843,000 | Vests 25% each on May 15, 2026/2027/2028/2029, subject to employment |
| Performance‑Vesting Shares (PSAs, FY2025 Bonus) | 7% annual compound revenue growth over FY2025 base | Not disclosed | $500,000 | Vests 25% each on May 15, 2026/2027/2028/2029, subject to employment and revenue CAGR hurdle |
Restricted stock granted in FY2025 for FY2024 performance:
- 33,833 time‑vesting Class B shares; grant‑date fair value $4,536,329; vests 25% each May 15, 2025/2026/2027/2028 .
| FY2025 Grants Tied to FY2024 Performance | Shares (#) | Grant‑Date Fair Value ($) | Vesting |
|---|---|---|---|
| Time‑Based Restricted Stock | 33,833 | $4,536,329 | 25% each May 15, 2025–2028, subject to employment |
| PSAs | — | — | Not granted to Siegert under FY2024 program |
Stock vested in FY2025:
| Name | Shares Vested (#) | Value Realized ($) |
|---|---|---|
| P. Eric Siegert | 32,951 | $4,485,620 |
Equity Ownership & Alignment
| Ownership Item | Value |
|---|---|
| Beneficial Ownership (Class B) | 424,657 shares; 2.7% of Class B; 2.0% total voting power |
| Options | None; company does not grant options/SARs |
| Hedging/Pledging | Prohibited for directors and executive officers (hedging, margin purchases, pledging banned by policy) |
| Stock Ownership Guidelines (Directors) | Outside directors must hold 4x annual cash retainer; each outside director in compliance |
| Executive Ownership Policy | Company emphasizes significant executive ownership; specific multiple not disclosed |
Outstanding equity awards as of March 31, 2025 (Class B restricted stock):
| Grant Date | Unvested Shares (#) | Market Value ($) | Notes |
|---|---|---|---|
| May 26, 2021 | 16,450 | $2,656,675 | Remaining unvested vested May 15, 2025 |
| May 27, 2022 | 10,724 | $1,731,926 | 50% vested May 15, 2025; 50% vest May 15, 2026 |
| May 24, 2023 | 11,518 | $1,860,157 | 33% vested May 15, 2025; 33% May 15, 2026; 33% May 15, 2027 |
| May 23, 2024 | 33,833 | $5,464,030 | 25% vested May 15, 2025; 25% May 15, 2026; 25% May 15, 2027; 25% May 15, 2028 |
Market value calculated at Class A closing price $161.50 on March 31, 2025 .
Upcoming vesting cadence (time‑based): May 15 annually through 2029 for FY2025 awards; PSAs vest on the same dates contingent on employment and meeting the revenue CAGR hurdle .
Employment Terms
- Executive Officer Transition Program (adopted May 2022): allows an executive to resign to a limited role under a Transition Employment Agreement, term ≥4 years from transition; salary $250,000/year ($200,000 for departing CFO/GC); continued vesting of unvested equity; benefits consistent with managing directors; non‑compete applies during the term . If terminated after transition due to death/disability or by the Company without cause: all equity vests in full; Company pays COBRA premiums for up to 18 months or the remainder of the four‑year term; contingent on a release of claims .
- Severance/Change‑of‑Control: Company states no severance or change‑in‑control payments for executive officers; payments otherwise not provided upon termination or change in control .
- Clawback: Adopted NYSE Rule 10D‑1‑compliant policy (Oct 2, 2023) requiring recovery of erroneously awarded incentive compensation for 3 prior fiscal years in case of material restatement, unless impracticable .
- Insider Trading: Policy prohibits hedging, margin purchases, and pledging of Company securities; policy filed as Exhibit 19.1 to FY2025 Form 10‑K .
Board Governance
| Attribute | Detail |
|---|---|
| Board Class/Term | Class III director; term expires at 2027 Annual Meeting |
| Committees | Not listed as serving on Audit, Compensation, or Nominating committees; outside committee chairs are independent directors |
| Independence | Not independent (executive officer); six independent directors named separately |
| Meeting Attendance | Board met 4x in FY2025; each director attended ≥75% of board/committee meetings; all directors attended 2024 annual meeting |
| Executive Sessions | Lead Independent Director presides; held on a regular schedule, not less than once per year |
| Board Leadership | CEO and Chairman roles separated; Co‑Chairmen include Siegert; controlled company status disclosed |
| Controlled Company Implications | HL Voting Trust controls majority voting power; following the Annual Meeting the board will no longer have a majority of independent directors (NYSE exemptions apply) |
Director Compensation
- Employee directors (including Siegert) receive no compensation for board service; director cash/equity retainers apply only to outside directors .
- FY2025 outside director program: annual cash retainer $100,000; annual fully‑vested Class A stock award $100,000; Committee Chair Awards: Audit $50,000; Compensation and Nominating $30,000; independent director stock ownership guideline increased to $400,000 in FY2025 (4x retainer); each outside director in compliance .
Say‑on‑Pay & Shareholder Feedback
| Year | Say‑on‑Pay Support (%) |
|---|---|
| 2024 Annual Meeting | ~97% of votes cast in favor |
Performance & Track Record
- FY2025 achievements cited by the Compensation Committee include delivering the highest annual revenue and successfully integrating acquisitions (7 Mile Advisors, Triago, Waller Helms Advisors, Prytania Solutions). The Committee noted Siegert’s decades of sector experience and his role as Co‑Head of Financial Restructuring contributing to firm performance .
Compensation Structure Analysis
- Heavy variable pay orientation: Annual bonus is the primary pay component; mix includes significant cash plus time‑based and performance‑based equity .
- Performance equity tied to revenue growth: PSAs vest only if HLI achieves 7% compound annual revenue growth above the FY2025 base, aligning incentives with top‑line expansion .
- No options: The firm does not grant stock options or option‑like awards, reducing repricing risk .
- Clawback implemented: Enhances pay‑for‑performance integrity in case of material restatements .
- No severance/COC payments: Limits pay inflation risk from parachute economics; retention relies on ongoing vesting and role continuity .
Risk Indicators & Red Flags
- Governance: Controlled company with concentrated voting power; board expected to lack a majority of independent directors post‑Annual Meeting—potential oversight risk .
- Hedging/Pledging: Prohibited—reduces misalignment risk .
- Options Repricing: Not applicable due to no options outstanding .
- Related Parties: Disclosure of family employment for other executives (e.g., Beiser/Preiser family members) with compensation consistent with peers; oversight process described .
- Section 16 Compliance: All timely except one late Form 4 for Mr. Gold due to internal administrative error (not related to Siegert) .
Equity Ownership & Vesting Pressure Monitor
- Beneficial ownership: 424,657 Class B shares (2.7% of Class B; 2.0% total voting power) .
- Upcoming vest dates: May 15 each year across multiple grants (2026–2029) and for FY2025 PSAs/time‑based awards, potentially creating periodic selling or liquidity events when shares vest (subject to policy and personal decisions) .
- FY2025 realized value on vesting: $4,485,620 from 32,951 shares—illustrates meaningful equity conversion cadence .
Employment Terms (Severance/COC Economics)
| Provision | Terms |
|---|---|
| Transition Program | Term ≥4 years; salary $250k ($200k for departing CFO/GC); continued vesting; MD‑level benefits; non‑compete during term |
| Post‑Transition Termination | Death/disability or company without cause: full equity vesting; COBRA premiums paid for up to 18 months or remainder of 4‑year term; requires release |
| General Severance/COC | No severance or change‑in‑control payments outside the Transition Program |
| Clawback | 3‑year lookback on incentive compensation for material restatements |
Investment Implications
- Alignment: Large, recurring equity grants with multi‑year vesting and PSAs tied to 7% revenue CAGR support alignment to growth; hedging/pledging bans further strengthen alignment .
- Retention: Cash bonuses are substantial, but retention levers are primarily time‑based and performance‑based equity with defined vesting calendars; the Transition Program provides a structured glide path rather than parachute economics .
- Trading signals: May‑15 vesting cadence (including 2026–2029) can coincide with incremental supply from vested shares; monitor Form 4 activity around those dates and blackout windows to gauge potential flow‑driven pressure .
- Governance risk: Controlled company status and decreasing independent majority introduce oversight considerations; however, separation of CEO and Chairman roles and a Lead Independent Director partially mitigate .
- Performance link: FY2025 record revenue and integration execution underpin the committee’s discretionary payouts; future PSA vesting depends on sustaining ≥7% revenue CAGR above FY2025 base—track revenue trajectory relative to this hurdle .