John C. Bombara
About John C. Bombara
Executive Vice President, General Counsel, Chief Compliance Officer and Secretary of Horizon Technology Finance Corporation; age 61 (as of April 17, 2025) . Bombara has served as GC/CCO/Secretary since July 2010 and became Executive Vice President in June 2021; he is an original member of the team that founded the predecessor of the Adviser in May 2003, overseeing all legal and compliance functions . HRZN is externally managed; executive officers receive no direct compensation from the Company, limiting traditional pay-for-performance levers at the issuer level . Revenue and net income context for HRZN are provided below to frame governance and alignment discussions.*
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Horizon Technology Finance Corp. | Senior Vice President | 2010–Jun 2021 | Built legal/compliance infrastructure for BDC operations |
| Horizon Technology Finance Corp. | Executive Vice President | Jun 2021–present | Executive leadership over legal/compliance; corporate secretary |
| Horizon Technology Finance Management LLC (Adviser) | Founding team member | May 2003–present | Co-founded predecessor of Adviser; institutionalized venture lending platform |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| — | — | — | Not disclosed in Company proxies; no public external directorship noted for Bombara |
Fixed Compensation
| Component | Disclosure |
|---|---|
| Company-paid base salary | None; as an externally managed BDC, HRZN does not pay executive officer compensation directly |
| Company-paid bonus | None; no issuer-paid bonuses to executive officers |
| Reimbursement to Administrator | Company reimburses allocable portion of compensation for the Chief Compliance Officer and Chief Financial Officer and their staffs per Administration Agreement (Bombara is CCO); amounts not itemized by individual |
| Director fees | Not applicable; Bombara is not a director |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Company-level incentive-based compensation (Rule 10D-1 scope) | — | — | — | Not applicable; Company did not pay incentive-based compensation to covered executives as of Apr 19, 2024 | — |
| Clawback policy | — | — | — | Implemented Oct 2, 2023; operative if incentive-based compensation existed, which it did not as of Apr 19, 2024 | — |
The Company has adopted a hedging policy prohibiting directors and executive officers from hedging Company securities (e.g., trading in publicly traded options, puts, calls, or other derivatives on Company stock or debt) .
Equity Ownership & Alignment
| Date (Record) | Shares Beneficially Owned | Ownership % of Outstanding | Notes |
|---|---|---|---|
| Apr 19, 2024 | 13,585 | Less than 1% | Executive officer; record/beneficial ownership |
| Dec 26, 2024 | 14,758 | Less than 1% | Executive officer; record/beneficial ownership |
| Apr 11, 2025 | 15,466 | Less than 1% | Executive officer; record/beneficial ownership |
- Shares outstanding: 35,020,774 (Apr 19, 2024) ; 39,875,847 (Dec 26, 2024) ; 40,331,962 (Apr 11, 2025) .
- Pledging: No specific pledging disclosures; hedging prohibited per policy .
- Section 16 compliance: Company reports timely filings in 2024; one late Form 4 by another officer (Gerald A. Michaud); no late filings noted for Bombara .
Employment Terms
- Titles and tenure: GC/CCO/Secretary since July 2010; Executive Vice President since June 2021 .
- Employment agreement terms (severance, non-compete, change-of-control, tax gross-ups): Not disclosed at the issuer level; HRZN is externally managed and does not report individual executive employment contracts or severance economics in proxies .
- Change-of-control at Adviser: In late 2024/early 2025, Wendel SE agreed to acquire 75% of Monroe (indirect parent of the Adviser); HRZN sought and received stockholder approval for a new investment management agreement with identical terms to avoid disruption; board committed to Section 15(f) safe harbor (no “unfair burden,” ≥75% independent board for 3 years) .
Company Performance Context
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues (USD) | 1,825,000* | 3,345,000* | 2,948,000* |
| Net Income (USD) | 21,151,000* | -17,185,000* | -5,633,000* |
- Values retrieved from S&P Global.*
- Purpose: Provide backdrop for assessing incentive alignment in an externally managed structure.
Investment Implications
- Alignment: Beneficial ownership is modest and under 1%; combined with a strict anti-hedging policy, this reduces hedging-related misalignment but does not materially increase “skin in the game” at the issuer level .
- Compensation levers: As HRZN pays no executive compensation directly, traditional pay-for-performance tools (salary/bonus/PSUs at the issuer) are absent; analysis should focus on Adviser-level incentives (base management fee and incentive fee mechanics), which can affect portfolio risk posture and distribution coverage .
- Retention risk: No issuer-level severance or non-compete disclosures; continuity risk mitigated by stable roles since 2010 and the Board’s Section 15(f) commitments during the Adviser change-of-control process .
- Trading signals: No red flags on Section 16 timeliness for Bombara; hedging is prohibited; monitor Form 4 activity and upcoming vest/settlement events at the Adviser (not disclosed at issuer) for selling pressure; ownership trend shows incremental increases 2024→2025 .
- Governance: Bombara serves as Secretary and CCO, central to compliance oversight; the Company’s independent board and committee structure, with the Compensation Committee confirming no issuer-paid executive compensation, supports governance consistency under the externally managed model .