Lindsey Alley
HOULIHAN LOKEYAbout Lindsey Alley
J. Lindsey Alley, 58, is Chief Financial Officer of Houlihan Lokey (since December 2012) and has been with the firm since 1995; he oversees accounting, tax, financial reporting, acquisitions, and investor relations. He holds a B.S. in Systems Engineering from the University of Virginia and an MBA in Finance (highest distinction) from the University of Michigan . Company performance under the current executive team includes record FY2025 revenue of $2.39B (+25% YoY), net income of ~$400M, and cumulative TSR value of $314 vs $264 for the peer group since April 1, 2020 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Houlihan Lokey | Chief Financial Officer | 2012–present | Oversees accounting, tax, financial reporting, acquisitions, and IR; continued system upgrades in tax and reporting . |
| Houlihan Lokey | Investment Banker (M&A advisory) | 1995–2012 | Advised public/private clients, boards, and special committees on buy/sell-side M&A . |
External Roles
- No external directorships or roles for Mr. Alley are disclosed in the latest DEF 14A biography section reviewed .
Fixed Compensation
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Base Salary ($) | $400,000 | $400,000 | $500,000 (salary increased in FY25 to align peers) |
| Other Fixed Pay Elements | Not disclosed | Not disclosed | Not disclosed |
Performance Compensation
| Component | Structure | FY2025 Target/Pool Mechanics | FY2025 Actual Outcome | Individual Payout & Mix | Vesting |
|---|---|---|---|---|---|
| Annual Incentive (Cash) | Discretionary allocation from revenue-based pool | Pool scales 2.0%–4.0% of revenue based on % of 3-year avg revenue ($2.00B) achieved; 4.0% at ≥100% | FY2025 revenue $2.39B → 4.0% pool = $95,576,640 | Cash paid $2,224,500 (≈68.5% of $3.25M aggregate award; portion deferred to 11/30/2025: $620,500) | Cash timing: paid May 15, 2025 and Nov 30, 2025 (employment in good standing condition for deferred) . |
| Time‑Based RS (Class B) | Dollar‑denominated converted to shares at 10‑day avg after earnings | Not applicable (allocation discretionary) | Granted May 22, 2025 | $525,500 (≈16.2% of award); 2,962 shares issued | Vests 25% on May 15 of 2026, 2027, 2028, 2029 . |
| Performance‑Vesting RS (PSAs) | Earns if HLI achieves 7% annual compound revenue growth vs FY2025 base | Target: 7% CAGR revenue above FY2025 base; employment in good standing required | Earned per year contingent on revenue growth; equal tranches per year | $500,000 (≈15.4% of award); 2,818 shares issued | Vests 25% on May 15 of 2026–2029 if growth test met and employment conditions satisfied . |
Notes: FY2025 aggregate bonus program award for Alley was $3,250,000; the Compensation Committee allocated awards based on individual and firm performance (record revenue, successful integrations/acquisitions, systems upgrades) . Share counts are determined using the average closing price for 10 consecutive trading days after earnings release (May 7, 2025) . Percent mix is computed from cited dollar amounts .
FY2025 Equity Vesting Schedule (Share Counts)
| Award Type | Grant Date | Total Shares | 2026 (May 15) | 2027 (May 15) | 2028 (May 15) | 2029 (May 15) |
|---|---|---|---|---|---|---|
| Time‑Based RS | May 22, 2025 | 2,962 | 741 (25%) | 741 | 741 | 739 |
| PSAs | May 22, 2025 | 2,818 | 705 (25%) | 705 | 704 | 704 |
Equity Ownership & Alignment
| Beneficial Ownership (as of July 24, 2025) | Shares | % of Shares Outstanding | Notes |
|---|---|---|---|
| Class B via Alley Stock Trust | 70,355 | <1% | Dispositive power held by Mr. Alley; Class B carries 10 votes per share; all Class B shares of HL Holders are in HL Voting Trust for voting . |
| Outstanding Equity Awards (as of March 31, 2025) | Unvested RS (#) | Market Value ($) at $161.50 | Earned PSAs (#) | Unearned PSAs (#) | PSA Market Values ($) |
|---|---|---|---|---|---|
| RS grant 05/26/2021 | 712 | $114,988 | — | — | — |
| RS grant 05/27/2022 | 3,996 | $645,354 | — | — | — |
| RS grant 05/24/2023 | 3,487 | $563,151 | — | — | — |
| RS grant 05/23/2024 | 3,146 | $508,079 | — | — | — |
| PSAs (FY2024 program) | — | — | 462 | 1,386 | $74,613 earned; $223,839 unearned |
- Hedging and pledging are prohibited for directors, executive officers and covered personnel; buying on margin and pledging Company securities are prohibited under the insider trading policy .
- Equity settlement mechanics: award values set in dollars but settled in cash or Class B shares; shares counted above assume share settlement at period price (Company-wide plan table) .
Employment Terms
- Transition Program: upon resigning from executive officer role, CFOs are eligible for a Transition Employment Agreement for a limited role with a ≥4‑year term, salary $200,000 per year, continued vesting of outstanding unvested Company equity, and participation in benefit plans similar to managing directors; subject to a non‑compete during the employment term .
- Acceleration: if post‑transition employment terminates due to death, disability, or by Company without cause, outstanding equity fully vests; Company pays COBRA premiums for the lesser of 18 months or the remainder of the 4‑year term; benefits contingent on signing a general release .
- Clawback: NYSE‑compliant policy adopted October 2, 2023 to recover erroneously awarded incentive compensation following a required accounting restatement (look‑back 3 years) .
- Severance & Change‑in‑Control: Company does not provide severance or change‑in‑control payments for executive officers .
Compensation Structure Analysis
- Strong pay‑for‑performance linkage: FY2025 bonus pool directly tied to revenue, with maximum pool set at 4% of revenue upon meeting/exceeding 3‑year average revenue ($2.00B), achieved due to record $2.39B revenue .
- Equity mix maintains alignment: Alley's FY2025 award included ~31.6% equity (time‑based + PSAs), with PSAs contingent on 7% annual compound revenue growth, reinforcing revenue discipline .
- Peer benchmarking: Compensation Committee used WTW market data across boutique peers (EVR, LAZ, MC, PWP, PIPR) and bulge bracket peers (BCS, C, BAC, DB, GS, JPM, MS, UBS) without targeting explicit percentiles .
- Say‑on‑pay support: 97% approval at 2024 Annual Meeting, indicating shareholder endorsement of program design .
Insider Transactions, Vesting Schedules, and Potential Selling Pressure
- Transactions: On Nov 7, 2024, Mr. Alley converted 12,500 Class B shares and sold 12,500 Class A shares at a weighted average price of $185.49, resulting in zero direct Class A post‑sale .
On Nov 30, 2023, he converted and sold 10,000 Class A shares at a weighted average price of $107.48 . - Vesting cadence: Annual vesting dates occur mid‑May; FY2025 awards vest annually on May 15 from 2026 through 2029, which can create scheduled liquidity windows and potential incremental selling pressure around those dates .
- Ownership base: Despite periodic sales, Alley maintains long‑term Class B beneficial ownership via the Alley Stock Trust (70,355 shares; <1% SO), aligning voting power and long‑term stake with HL Holder structures .
Performance & Track Record
- FY2025 outcomes: Record revenue ($2.39B), net income (~$400M), increased quarterly dividend to $0.60, successful integrations/acquisitions (Prytania Solutions, Waller Helms Advisors) .
- CFO execution: Continued upgrades of tax and financial reporting systems under Alley's oversight .
Compensation Peer Group
- Boutique peers: Evercore, Lazard, Moelis & Company, Perella Weinberg Partners, Piper Sandler .
- Bulge bracket peers: Barclays, Citigroup, Bank of America, Deutsche Bank, Goldman Sachs, JPMorgan Chase, Morgan Stanley, UBS .
Say‑on‑Pay & Shareholder Feedback
- 2024 say‑on‑pay approval ~97% of votes cast, supporting current pay design .
Investment Implications
- Alignment: Significant at‑risk pay and PSAs tied to 7% revenue CAGR provide strong linkage to top‑line growth; clawback and anti‑hedging/pledging policies improve governance and reduce misalignment risk .
- Liquidity calendar: Mid‑May vesting tranches (2026–2029) and prior sale patterns suggest recurring potential insider supply; monitor Form 4s and trading plan disclosures around these dates .
- Retention risk: The Transition Program provides a structured path with continued vesting and non‑compete, which lowers abrupt departure risk but implies potential future role transition economics at lower salary ($200k for CFOs) .
- Pay durability: High shareholder support and peer‑informed design reduce external pressure on compensation changes; continued record performance and revenue growth will be required to earn PSAs, making the equity component performance‑sensitive .