Nikhil Kalghatgi
About Nikhil Kalghatgi
Principal Executive Officer and Director of Investcorp AI Acquisition Corp (IVCA); age 41; director since 2021. Education: B.S. and M.S. in engineering from Tufts University; MBA from Harvard Business School. Background includes senior investment roles in alternative credit, crypto, venture capital, and technology, with prior experience at S.P. Hinduja Banque Privée, CoVenture (and CoVenture Crypto), Vast Ventures, SoftBank, Partner 6, Localytics, and MITRE Corporation . No company TSR, revenue growth, or EBITDA growth metrics were disclosed for his tenure (IVCA is a SPAC pursuing a business combination) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| S.P. Hinduja Banque Privée | Head of Alternative Investments | 2020–present | Leads alternative investments platform |
| CoVenture | Partner (high-yield asset‑backed credit, quant strategies) | Not disclosed | Built credit and quant strategies across fintech/special situations/emerging assets |
| CoVenture Crypto | Founding Partner (multi‑strategy crypto AM) | Not disclosed | Launched quant, smart‑beta, and VC strategies; backed by SBI Holdings |
| Vast Ventures | Partner (early & late stage VC) | Not disclosed | Invested across space, consumer, healthcare, software, transportation |
| SoftBank | Principal | Not disclosed | Investment principal (details not further disclosed) |
| Partner 6 | Founder (large‑cap value) | Not disclosed | Established value‑based investment strategies |
| Localytics | Founding team (mobile analytics) | Not disclosed | Built mobile analytics capabilities |
| MITRE Corporation | Military intelligence sector | Not disclosed | Early career in defense/intelligence systems |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| None disclosed | — | — | IVCA filings do not disclose other current public company boards for Mr. Kalghatgi |
Board Governance
- Role: Director and Principal Executive Officer (dual role) .
- Committee memberships: The audit, compensation, and nominating committees are comprised of independent directors; membership disclosed for other directors (Vanvari, Asokan, Singh; Bahl chairs Compensation and Nominating), and Mr. Kalghatgi is not listed as a member of these committees .
- Board service: Director since 2021; age 41 .
Fixed Compensation
| Component | FY/Period | Amount | Notes |
|---|---|---|---|
| Base Salary | Pre‑business combination | — | Officers/directors (including PEO) receive no cash compensation prior to a business combination |
| Target Bonus % | Pre‑business combination | — | Not applicable prior to a business combination |
| Actual Bonus Paid | Pre‑business combination | — | Not applicable prior to a business combination |
| Admin services reimbursement | Ongoing until business combination or liquidation | $10,000 per month | Reimbursed to Sponsor for office space and admin services |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| None (pre‑business combination) | — | — | — | — | — |
- IVCA discloses no equity or performance awards to officers/directors prior to a business combination; any future compensation would be determined post‑combination by an independent compensation committee .
Equity Ownership & Alignment
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| ICE I Holdings Pte. Ltd. (Sponsor) | 6,468,750 | 39.8% | Founder shares; carry voting rights in proposals |
| Nikhil Kalghatgi | — | — | No beneficial ownership disclosed in FY2023 10‑K table |
| Public shares outstanding (context) | 1,475,380 (as of 4/28/2025) | — | Record date share mix: 1,475,380 public + 6,468,750 founder = 7,944,130 total |
- Hedging/shorting: Company insider trading policy prohibits hedging and short sales by directors and executive officers .
- Pledging: No explicit pledging disclosure for Mr. Kalghatgi in filings reviewed .
Employment Terms
| Term | Status/Detail | Source |
|---|---|---|
| Employment agreement | None; no agreements providing benefits upon termination pre‑combination | |
| Severance | None pre‑combination | |
| Change‑of‑control provisions | None pre‑combination for officers/directors | |
| Clawbacks | Not disclosed | |
| Post‑combination comp | To be determined by independent compensation committee; may include consulting/management/equity compensation | |
| Non‑compete / non‑solicit | Not disclosed | |
| Hedging/shorting policy | Prohibits directors/executive officers from hedging and short sales |
Performance & Track Record (Company Context Under His Tenure)
| Item | Date/Period | Detail |
|---|---|---|
| IPO and trust funding | 5/12/2022 | $266,512,500 deposited in Trust Account at IPO |
| Extensions and redemptions | 8/11/2023 | Approved extension to 8/12/2024; ~16.09M shares redeemed at ~$10.74; ~9.79M public shares remained |
| Extensions and redemptions | 8/12/2024 | Extended to 5/12/2025; ~8.31M shares redeemed at ~$11.40; ~1.48M public shares remained |
| Proposed extension | 4/24/2025 | Proxy to extend to 5/12/2027; Trust balance ~$17,752,572.40; expected redemption price ~$12.03/share |
| Nasdaq delisting risk | 2025 | Rule IM 5101‑2(b) requires completion within 36 months; heightened delisting risk if not consummated by 5/12/2025 |
| CFIUS considerations | 2025 | Sponsor controlled by foreign persons; potential review risks for U.S. targets |
Investment Implications
- Compensation alignment: Pre‑combination, IVCA pays no cash compensation to the PEO and directors; Sponsor receives $10K/month for admin services. This minimizes pay‑for‑performance misalignment in the SPAC phase, but also means there are no performance‑tied incentives or vesting schedules to evaluate for Mr. Kalghatgi until a de‑SPAC closes .
- Ownership and selling pressure: No beneficial ownership is disclosed for Mr. Kalghatgi; insider hedging/shorting is prohibited. Near‑term insider selling pressure from Mr. Kalghatgi appears low, with alignment primarily via Sponsor founder shares rather than direct holdings .
- Retention and contractual risk: No employment, severance, or change‑of‑control protections pre‑combination. Post‑combination compensation will be set by an independent compensation committee, implying retention terms are unknown and may be a risk factor until disclosed .
- Governance: Dual role as Principal Executive Officer and Director, with all standing committees composed of independent directors and chaired by non‑management directors. This structure helps mitigate independence concerns from his dual role, though he is not on any board committees .
- Execution risk signals: Multiple extensions, declining trust balance due to redemptions, potential Nasdaq delisting risk, and CFIUS constraints point to elevated execution risk and timing uncertainty for a de‑SPAC. Trading strategies should factor event‑driven outcomes around extension votes, redemptions, and any announced business combination .