George Marucci Jr.
About George E. Marucci, Jr.
Independent Director of Kayne Anderson BDC, Inc. (KBDC) since 2020 and Kayne DL 2021, Inc. (KDL) since 2021; born 1952; B.A. in Accounting (1974) from the University of Maryland . Background includes finance and entrepreneurship across automotive, real estate, and investment advisory; current roles include marketing consultant to BMW North America and Lead Valuation Director on KBDC/KDL Audit Committees . He oversees two funds in the fund complex (KBDC and KDL) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BMW North America | Marketing Consultant | — | Industry/commercial insights; current role |
| NBC Sports | Golf Commentator | — | Public communications/media experience |
| Pennmark Automotive Enterprises | Co-owner, President, Acting CFO | — | Operational/financial leadership in luxury auto retail |
| Pennmark Real Estate Investment Group | Co-owner, President | — | Developed and operated 50 Walmart centers; real estate development |
| White Weld & Co.; Merrill Lynch | Investment Advisor/Stockbroker | — | Institutional sales and client development |
| Marucci, Ortals & Co. | Accounting firm (family-based) | — | Early career in accounting |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| BMW North America | Marketing Consultant | Current | Ongoing advisory engagement |
| Automotive Family Office (Baltimore, MD) | Chair | — | “Leading automotive family office” (name not disclosed) |
| NBC Sports | Golf Commentator | Prior | Broadcasting experience |
Board Governance
- Independence status: Independent Director under the 1940 Act (not an “interested person”) .
- Committees: Audit Committee member (Lead Valuation Director); Nominating, Corporate Governance & Compensation Committee member .
- Committee chair roles: Lead Valuation Director (Audit); not designated as Audit Committee Financial Expert (designation applies to Schnabel and Smith) .
- Board leadership: KBDC Chair is James Robo; Lead Independent Director is Mariel Joliet; independent directors meet separately as part of regular meetings .
- Attendance: In FY2024, all directors attended at least 75% of aggregate Board and committee meetings; KBDC Board met 8 times; Audit Committee met 9 times; Nominating met 3 times; Pricing Committee (KBDC only) met 3 times .
- Years of service: Director since 2020 (KBDC) and 2021 (KDL) .
2025 Shareholder Vote Outcome (KBDC)
| Nominee | For | Against | Abstain |
|---|---|---|---|
| George E. Marucci, Jr. | 50,467,341 | 485,798 | 39,585 |
Fixed Compensation
- Independent Director fee schedule (post-IPO, effective May 2024):
- KBDC annual retainer $135,000; Lead Independent Director $20,000; Audit Chair $12,000; Lead Valuation Director $12,000; Audit Committee service $12,000; special board meeting fee $2,500 per meeting .
- KDL annual retainer $35,000; Chair $5,000; Audit Chair $3,000; Lead Valuation Director $3,000; Audit Committee service $3,000; special board meeting fee $2,500 per meeting .
Director Compensation (FY2024)
| Director | KBDC Compensation ($) | KDL Compensation ($) | Total ($) |
|---|---|---|---|
| George E. Marucci, Jr. | 156,250 | 40,000 | 196,250 |
Performance Compensation
| Component | Status | Details |
|---|---|---|
| Equity awards (RSUs/PSUs) | None | Neither Company maintains compensation plans under which equity securities are authorized for issuance . |
| Options | None | No option awards disclosed for directors . |
| Performance metrics | None | No disclosed revenue/EBITDA/TSR-linked director pay metrics . |
| Clawbacks | Not disclosed for directors | — |
| Hedging/short sales | Prohibited | Code of Ethics prohibits hedging/monetization and short sales in KBDC securities . |
Other Directorships & Interlocks
| Company | Role | Period |
|---|---|---|
| Public company boards | None | No other public company directorships in past five years |
Expertise & Qualifications
- Finance/operations: Automotive retail CFO/President, real estate development leadership, institutional sales experience .
- Governance: Lead Valuation Director role reflects valuation oversight expertise under Rule 2a-5 framework supporting Board’s fair value oversight .
- Education: B.A. in Accounting, University of Maryland (1974) .
Equity Ownership
| Security | Shares Beneficially Owned | % of Class | As of |
|---|---|---|---|
| KBDC Common Stock | 0 | <1% | April 3, 2025 |
| KDL Common Stock | — | — | Not disclosed |
- Ownership guidelines: Not disclosed; Code of Ethics restricts hedging/short sales for directors .
- Pledging: Not disclosed; hedging/monetization and short sales are prohibited .
- Insider trades: No Form 4 transactions found for “Marucci” from 2024-01-01 to 2025-11-20 (insider-trades skill run on filingDate; none returned).
Governance Assessment
- Strengths: Independent status; multi-committee engagement; Lead Valuation Director responsibility indicates deep involvement in valuation oversight; Board/committee cadence shows active governance (8 Board meetings; 9 Audit; 3 Nominating in FY2024) . Robust shareholder support in 2025 re-election (50.5M for vs. 0.49M against) supports investor confidence .
- Alignment concerns: Director compensation is exclusively cash-based; no equity or options; combined with zero KBDC share ownership, this may indicate lower “skin-in-the-game” alignment versus equity-linked models often favored by investors for board alignment . Note: KBDC’s Code of Ethics prohibits hedging and short sales, reducing misalignment risk from derivatives .
- Conflicts: No other public company board interlocks; external role as BMW North America marketing consultant noted, but no related-party transactions disclosed specific to Marucci; the Companies maintain related-party and co-investment policies under the 1940 Act and exemptive relief framework .
Overall signal: High governance engagement and strong shareholder support are positives; lack of equity-based director pay and zero ownership are potential alignment gaps to monitor. BDC-specific governance (cash retainer model, valuation oversight emphasis) contextualizes these features for sector norms .