Scott Mund
HOULIHAN LOKEYAbout Scott Mund
R. Scott “Scott” Mund is an independent Class II director of Houlihan Lokey, appointed effective October 1, 2025, with a term through the 2026 Annual Meeting of Stockholders . He is a Deloitte LLP partner (joined 2002) and previously spent over 15 years at Arthur Andersen, culminating in partner; he holds a bachelor’s degree from UCLA and is a certified public accountant . Upon appointment he was named to HLI’s Nominating and Corporate Governance Committee and deemed independent under NYSE rules, with no related‑party transactions requiring disclosure under Item 404(a) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Deloitte LLP | Partner | 2002–present | Served two terms on Deloitte’s U.S. Board; worked with executive leadership on long‑term planning, financial management, and investment strategy . |
| Arthur Andersen | Increasing responsibility → Partner | ~15+ years, ending prior to 2002 | Audit/tax advisory background; promoted to partner . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Deloitte U.S. Board of Directors (private) | Director (two terms) | Not disclosed | Finance/Audit, Global, Strategic Investment, and Partner Earnings & Benefits (Talent) Committees . |
Board Governance
- Classification and term: Appointed as an independent Class II director effective October 1, 2025; elected to serve until the 2026 Annual Meeting and until a successor is duly elected and qualifies .
- Committee assignment: Member, Nominating and Corporate Governance Committee (appointed at time of board appointment) .
- Independence and conflicts: Board determined independence under NYSE rules; no Item 404(a) related‑party transactions disclosed for Mund .
- Board structure context: HLI maintains a classified board (three classes with staggered terms) as described in the 2025 Proxy .
- Controlled company status: HL Voting Trust controls a majority of voting power; following the 2025 Annual Meeting the board would no longer have a majority of independent directors, though HLI states it complies with non‑controlled criteria at present .
- Board/committee cadence and attendance baseline (FY2025 context): 4 Board meetings; Audit 8; Compensation 6; Nominating & Corporate Governance 4; each director attended at least 75% of meetings in FY2025 (note: Mund joined after FY2025) .
- Independent director sessions: Lead Independent Director presides over executive sessions of independent directors not less than annually .
Fixed Compensation
| Component | Amount/Terms | Notes |
|---|---|---|
| Annual cash retainer (outside director) | $100,000 | Reflected as “Fees Earned or Paid in Cash” for each outside director in FY2025 . |
| Annual Director Award (equity) | $100,000 (fully vested Class A common stock) | Dollar‑denominated grant; shares determined using 10‑day average after earnings; pro‑rated for partial year . |
| Committee Chair Award – Audit | $50,000 (fully vested stock) | Paid to Audit Chair; e.g., chair received $50,000 in FY2025 . |
| Committee Chair Award – Comp; Nominating & Corporate Governance | $30,000 each (fully vested stock) | Paid to committee chairs; e.g., FY2025 chair recipients received $30,000 . |
| New Director Award (Mund) | $100,000 restricted Class A stock | Granted at commencement; vests in substantially equal installments on the 1st, 2nd, and 3rd anniversaries of grant, subject to service . |
| Independent Director Stock Ownership Policy | 4x annual cash compensation | Anticipated to be met by about 4th anniversary; policy applies to outside directors . |
Performance Compensation
Not applicable for outside directors: the program provides fully vested annual stock awards and time‑based restricted stock for new directors; there are no disclosed performance‑conditioned metrics or bonuses for directors .
| Metric | Target | Actual/Status | Notes |
|---|---|---|---|
| Performance‑conditioned equity/bonus (Director) | None disclosed | N/A | Annual awards are fully vested stock; new director award is time‑vested . |
Other Directorships & Interlocks
| Type | Company/Organization | Role | Notes |
|---|---|---|---|
| Public company directorships | Not disclosed | — | No other public company boards disclosed in the HLI appointment 8‑K . |
| Private/professional board | Deloitte U.S. Board | Director (two terms) | Committees: Finance/Audit, Global, Strategic Investment, Partner Earnings & Benefits . |
| Related‑party exposure | — | — | 8‑K states no Item 404(a) transactions for Mund at appointment . |
Expertise & Qualifications
- Nearly four decades advising public and private multinationals on M&A, cross‑border taxation, corporate governance, and business transformation, supporting board‑level oversight needs .
- CPA with audit/financial oversight experience; service on finance/audit and strategic committees at Deloitte U.S. Board indicates strong committee‑readiness .
- Education: Bachelor’s degree, UCLA .
Equity Ownership
| Date | Form/Event | Security | Amount/Status | Ownership Form | Notes |
|---|---|---|---|---|---|
| Oct 1, 2025 | Board appointment | — | — | — | Appointed independent Class II director; committee assignment to Nominating & Corporate Governance Committee . |
| Oct 1, 2025 | New Director Award | Restricted Class A stock | $100,000 grant value; vests 1/3 on 1st, 2nd, 3rd anniversaries | Direct (subject to vesting) | Granted under Director Compensation Program at commencement of service . |
| Oct 14, 2025 | Form 3 | All classes | No securities beneficially owned | — | Initial statement of beneficial ownership filed; reported no holdings at that time . |
Insider Trades and Section 16 Filings
| Filing | Filed | Summary | Notes |
|---|---|---|---|
| Form 3 (Initial Statement of Beneficial Ownership) | Oct 14, 2025 | Reported no securities beneficially owned | Includes Power of Attorney authorizing officers to file Section 16 reports . |
Governance Assessment
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Positives for investor confidence:
- Independent director with deep CPA/M&A/tax and governance expertise; immediate placement on the Nominating & Corporate Governance Committee strengthens board process oversight .
- No related‑party transactions under Item 404(a) at appointment; independence under NYSE rules explicitly stated .
- Director compensation structure is balanced between fixed cash ($100,000 retainer) and equity ($100,000 annual award), aligning directors with shareholders; policy targets meaningful ownership at 4x cash retainer .
-
Watch items / potential red flags:
- Controlled company status means HLI may operate without a majority‑independent board after the 2025 Annual Meeting despite current compliance; governance protections differ from non‑controlled firms .
- Mund’s current Deloitte partnership suggests monitoring for any Deloitte engagements with HLI; while no Item 404(a) transactions were disclosed and independence was affirmed, ongoing auditor/advisor relationships could create perceived conflicts if they were to arise .
- As a new director post‑FY2025, individual attendance/engagement data are not yet available; board‑wide FY2025 attendance was at least 75% for all directors, providing a baseline expectation (Mund not in scope for FY2025) .