Christian Cook
About Christian Cook
Christian Cook (age 54) is a Class I director of Ingram Micro Holding Corporation, appointed in October 2024, and serves on the Nominating and Corporate Governance Committee (NCGC). He is a Managing Director at Platinum Equity Advisors, LLC (“Platinum Advisors”), focusing on integration, strategy, and operational performance across portfolio companies; earlier, he worked at AlixPartners in operational turnarounds, often in interim C‑suite roles. He holds a B.S. in Mechanical Engineering from Georgia Institute of Technology and a Master of International Business Studies from the University of South Carolina. He is not an independent director under NYSE rules (the board has identified four independent directors and INGM is a “controlled company” majority-owned by Platinum).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Platinum Equity Advisors, LLC | Managing Director; post-acquisition transition, strategy, value creation; officer of several portfolio companies (notably Vertiv Holdings Co) | 2013–present | Portfolio company operational performance; M&A/transaction experience |
| AlixPartners | Operations/turnaround consultant; interim CEO/COO roles | Prior to 2013 | Operational improvements and cost reduction in high-urgency situations |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| — | — | — | No current or past 5-year public company directorships disclosed |
Board Governance
- Committee assignments: Member, Nominating & Corporate Governance Committee (NCGC) .
- Committee chair roles: None disclosed .
- Independence: Not listed among directors the board determined to be “independent” (Alvaro, Haussler, Heisz, Wienbar); INGM qualifies and relies on NYSE “controlled company” exemptions (Platinum retains ~90% voting power) .
- Attendance and engagement: Board held one meeting in FY2024 post-IPO; each director attended 100% of Board and applicable committee meetings. Audit Committee met 2x; Compensation Committee 1x; NCGC 1x (Cook sits on NCGC) .
- Term/tenure: Class I nominee; term through 2028 if re-elected; director since October 2024 .
Fixed Compensation
| Component | Amount/Eligibility | Notes |
|---|---|---|
| Annual cash retainer | Not applicable (policy excludes Platinum-affiliated directors) | INGM non-employee director policy: $100,000 annual retainer; $35,000 Audit Chair retainer; policy applies to non-employee directors other than Platinum affiliates |
| Meeting fees | None disclosed | No meeting fees disclosed in policy |
| Committee chair/member fees | None disclosed beyond Audit Chair | Only Audit Chair retainer called out; Cook is not Audit Chair |
Cook is not listed in the FY2024 Director Compensation Table (which includes only non-employee directors not affiliated with Platinum), supporting non-eligibility under the policy.
Performance Compensation
| Vehicle | Grant size/terms | Metrics/vesting | Status |
|---|---|---|---|
| IPO RSU grant to directors | Not applicable (excludes Platinum-affiliated directors) | 8,409 RSUs granted at IPO only to non-employee directors other than Platinum affiliates; vest on first anniversary | Cook did not receive this grant |
| Annual equity to directors | Not applicable (excludes Platinum-affiliated directors) | Annual RSU grant with $185,000 grant date value for eligible non-employee directors | Cook excluded by policy |
No director performance metric framework disclosed for Platinum-affiliated directors; therefore no performance-linked director pay or metrics apply to Cook under INGM’s policy.
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public boards | None |
| Prior 5-year public boards | None |
| Interlocks/affiliations | Managing Director at Platinum Advisors; Platinum owns ~89.8% of voting power and has nomination rights ensuring representation on the board and at least one designee on each committee (subject to rules). INGM relies on controlled company exemptions; NCGC membership includes non-independent directors. Potential influence channel for sponsor in nominations/governance |
Expertise & Qualifications
- Operational turnarounds and cost reduction; interim CEO/COO experience (AlixPartners) .
- Portfolio operations, strategy, and transaction execution within private equity (Platinum Advisors) .
- Education: B.S. Mechanical Engineering (Georgia Tech); Master of International Business Studies (University of South Carolina) .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| Christian Cook | 46,000 | <1% | As of April 10, 2025; outstanding shares 234,825,581 |
| Pledging/hedging | — | — | Company policy prohibits directors and associates from hedging, short sales, margin accounts, or pledging Company stock |
| Director ownership guidelines | — | — | Director ownership guideline (5x $100k retainer) applies to non-employee directors excluding Platinum-affiliated; Cook is excluded from guideline coverage |
Governance Assessment
- Board effectiveness and independence: As a controlled company (Platinum ~90% voting power), INGM’s board does not have a majority of independent directors; only four directors are affirmatively independent. Cook, a Platinum MD, is not independent and sits on the NCGC, which under controlled company exemptions is not required to be fully independent—concentrating sponsor influence in nominations/governance. This structure may constrain minority shareholder oversight and independence of board processes.
- Conflicts/related-party exposure: Investor Rights Agreement grants Platinum significant nomination rights (rounded up to nearest whole number) and at least one designee on each committee (subject to rules). In 2024, INGM paid Platinum Advisors a $20.4 million management fee under an Advisory Agreement (terminated at IPO), underscoring sponsor financial ties. Cook’s dual role (Platinum MD and INGM director) heightens perceived conflicts in board and committee deliberations touching sponsor interests.
- Attendance and engagement: Cook attended 100% of board/committee meetings in FY2024 post-IPO; NCGC met once, Board once—indicating baseline engagement since appointment.
- Compensation alignment: Cook appears ineligible for INGM’s non-employee director cash and equity program due to Platinum affiliation; he did not receive the standard IPO RSU grant given to eligible non-employee directors. His alignment is primarily through sponsor ownership and his own 46,000-share stake rather than director equity awards.
RED FLAGS
- Controlled company with concentrated sponsor control; only four independent directors identified .
- Platinum nomination and committee representation rights; Cook (Platinum MD) on NCGC; potential influence over board composition and governance policies .
- Significant related-party fees to Platinum Advisors in 2024 (prior to IPO): $20.4 million management fee (terminated at IPO) .
Neutral/mitigating factors
- Prohibition on hedging/pledging by directors; robust clawback policies for executives; separation of Chair/CEO roles; documented executive sessions and annual board self-assessment process .
Notes on undisclosed areas
- No director-specific cash/equity compensation disclosed for Cook (policy excludes Platinum affiliates); no director-specific severance, change-in-control benefits, or insider trading activity disclosed in the proxy for Cook.