Richard Repetto
About Richard Repetto
Richard Repetto, age 66, joined IBKR’s Board as an independent director in January 2024. He is a renowned sell-side research analyst with 25+ years covering electronic trading and financial technology; he retired in June 2023 as Managing Director and Senior Research Analyst at Piper Sandler and is currently employed at Cornerstone Financial Technology Management, a hedge fund focused on technology-driven investing in fintech. He received the Financial Times/StarMine “Global Analyst of the Year” award in 2012, underscoring his sector expertise .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Piper Sandler | Managing Director & Senior Research Analyst (Electronic trading/fintech) | Retired June 2023 | Award-winning coverage; FT/StarMine “Global Analyst of the Year” 2012 |
| Various (sell-side research) | Equity Research Analyst | 25+ years (industry experience) | Deep market microstructure and fintech domain knowledge |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Cornerstone Financial Technology Management | Employed (hedge fund) | Current | Focused on advanced technology in investment decision-making for fintech stocks |
Board Governance
- Independence: IBKR’s Board determined Mr. Repetto to be independent under Nasdaq and SEC rules .
- Committees: Audit Committee member (committee chaired by Dr. Lawrence Harris; members Harris, Nicole Yuen, Repetto). Audit Committee is fully independent; Harris is the SEC-defined “audit committee financial expert” .
- Attendance: In FY2024 the Board met four times; with the exception of William Peterffy, each then-serving director attended at least 75% of Board and committee meetings, implying Mr. Repetto met the ≥75% threshold .
- Lead Independent Director: Dr. Lawrence Harris serves as Lead Independent Director, presiding over executive sessions and liaising with the Chairman .
- Controlled company: IBKR is a Nasdaq “controlled company”; it is exempt from having fully independent compensation and nominating committees. Its Compensation Committee (Peterffy, Nemser, Galik) is not independent, which can be a governance sensitivity .
| Committee | Chair | Repetto Member? | Notes |
|---|---|---|---|
| Audit Committee | Dr. Lawrence E. Harris | Yes | Independent committee; members financially literate; Harris is “financial expert” |
| Compensation Committee | Thomas Peterffy | No | Not fully independent (controlled company exemption) |
| Nominating & Corporate Governance | Earl H. Nemser | No | Includes one independent director (Nicole Yuen) |
Fixed Compensation
| Year | Fees Earned/Cash Retainer | Committee Chair Fees | Meeting Fees | Notes |
|---|---|---|---|---|
| 2024 | $112,500 | $0 (not a chair) | $0 (meeting fees not used) | Standard policy: annual retainer $150,000; chair retainer +$25,000 per committee |
Performance Compensation
| Grant Year | Stock Awards (Fair Value) | Grant Policy Details | Vesting Terms |
|---|---|---|---|
| 2024 | $100,000 | Directors receive: (1) annual grant valued at $25,000; (2) one-time grant in year of appointment valued at $75,000 | Annual grant vests immediately; one-time grant vests straight-line over 5 years; number of units based on FMV at grant date |
- Plan mechanics: Stock awards based on the fair market price on grant date; awards follow standard cancellation provisions applicable to employees .
- No options are used for compensation; IBKR has historically not issued stock options to employees .
- Clawbacks and recoupment: IBKR maintains clawback and compensation recoupment policies consistent with SEC/Nasdaq rules (applies to executives; directors are under stock award cancellation provisions) .
Other Directorships & Interlocks
| Company | Role | Type | Potential Conflict |
|---|---|---|---|
| None disclosed | — | — | No public company directorships disclosed in IBKR’s proxy . |
Expertise & Qualifications
- 25+ years covering electronic trading and financial technology; deep industry and market microstructure knowledge .
- Recognized excellence in research (FT/StarMine “Global Analyst of the Year,” 2012) .
- Brings investor’s perspective through current hedge fund role focused on fintech .
Equity Ownership
| Holder | Class A Shares Owned | % of Class A | Class B Shares | Pledged/Hedged? |
|---|---|---|---|---|
| Richard Repetto | 142 | <0.5% (“*”) | 0 | Hedging & pledging prohibited by policy |
- Ownership alignment: Equity grants (annual + one‑time appointment grant) create skin-in-the-game; hedging and pledging of company stock are prohibited, supporting alignment .
- Beneficial ownership table lists his Class A shares; Class B voting control resides with IBG Holdings LLC (controlled by Thomas Peterffy), not directors .
Governance Assessment
- Strengths: Independent director with highly relevant expertise in electronic trading and fintech; serves on a fully independent Audit Committee led by a qualified financial expert, bolstering oversight of financial reporting and risk . Compensation structure for directors combines cash retainer and equity grants (with multi-year vesting), promoting alignment without encouraging short-term risk .
- Potential concerns: Controlled company status—Compensation and Nominating committees are not fully independent (Peterffy/Nemser/Galik), which may concentrate influence and reduce independent checks on pay and nominations . Majority voting is in place, but Class B voting control effectively assures management’s proposals pass, which can limit shareholder influence .
- Conflicts: Related-party transactions section outlines general policies (e.g., margin loans to directors at market terms) but does not identify any specific transactions involving Mr. Repetto—no related‑party exposure disclosed for him in the proxy .
- Engagement: Board/committee meeting participation met IBKR’s ≥75% threshold in FY2024 (except one director not Repetto), indicating satisfactory attendance and engagement .