Andrew Lovitt
About Andrew Lovitt
Andrew Lovitt serves as Chief Compliance Officer (CCO) of Chicago Atlantic BDC, Inc. (LIEN). Company investor materials describe him as a former attorney in the Private Credit group at Katten Muchin Rosenman LLP, with experience advising lenders and borrowers across cash flow and asset-based financings, LBOs, refinancings, and repayments; he holds a J.D. from the University of Pennsylvania and a B.A. from Purdue University . LIEN’s April 30, 2025 proxy lists Alex Woodcock as CCO (officer since 2024); by August 14, 2025, earnings materials identify Lovitt as CCO, implying a mid-2025 transition (no separate Item 5.02 appointment disclosure located) . LIEN is externally managed and has no employees; executive officers are not directly compensated by the company, and the adviser may be reimbursed for an allocable portion of CCO/CFO compensation—so individual performance-linked pay metrics, TSR alignment, or EBITDA/revenue targets for Lovitt are not disclosed at the LIEN level .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Katten Muchin Rosenman LLP (Private Credit group) | Attorney | — | Advised lenders and borrowers in numerous finance transactions (cash flow and asset-based deals, LBOs, refinancings, repayments); foundational compliance/credit documentation expertise |
External Roles
- No public company board roles are disclosed for Lovitt in LIEN’s proxy; he is not listed as a director .
Fixed Compensation
LIEN does not directly compensate its executive officers; it reimburses its external adviser for an allocable portion of the compensation paid to the CCO and CFO (based on time devoted to LIEN). No individual base salary, bonus, or perquisite amounts are disclosed at the company level for the CCO.
| Item | Disclosure |
|---|---|
| Employment status | LIEN has no employees; executives are personnel of the external adviser |
| Base salary paid by LIEN | None; LIEN does not pay executive officers directly |
| Reimbursement to adviser for CCO | Yes; LIEN may reimburse an allocable portion of CCO compensation to the adviser (amounts not disclosed) |
| Target/actual bonus at LIEN | Not disclosed; no direct executive compensation by LIEN |
| Perquisites | Not disclosed at the LIEN level; LIEN may reimburse adviser for certain administrative costs but generally not adviser employee overhead |
Performance Compensation
No company-level equity awards (RSUs/PSUs/options) or performance plans are disclosed for Lovitt, as LIEN does not directly compensate executive officers.
| Incentive type | Metric(s) | Target | Actual/payout | Vesting |
|---|---|---|---|---|
| RSUs/PSUs at LIEN | Not applicable; no direct LIEN equity grants to executive officers disclosed | |||
| Stock options at LIEN | Not applicable; no direct LIEN equity grants to executive officers disclosed | |||
| Annual cash incentive at LIEN | Not applicable; no direct LIEN executive bonuses disclosed |
Equity Ownership & Alignment
| Item | Disclosure |
|---|---|
| Beneficial ownership (LIEN) | Not listed among “directors and executive officers” ownership table as of April 25, 2025; no Lovitt entry found |
| Ownership as % of SO | Not disclosed for Lovitt |
| Vested vs unvested shares | Not disclosed |
| Options (exercisable/unexercisable) | Not disclosed |
| Shares pledged | Not disclosed |
| Stock ownership guidelines | Not disclosed |
| Hedging/pledging policy | Company states it has not adopted practices or policies regarding employees’ or directors’ ability to engage in hedging transactions (potential alignment concern) |
Employment Terms
| Term | Disclosure |
|---|---|
| Employment start date/tenure | Proxy dated April 30, 2025 lists Alex Woodcock as CCO; by August 14, 2025, earnings materials show Lovitt as CCO—indicating a transition between these dates (no Item 5.02 appointment found) |
| Contract term / auto-renewal | Not disclosed at LIEN; executives are adviser personnel under Administration Agreement |
| Non-compete / non-solicit | Not disclosed at LIEN level |
| Severance / change-in-control (CIC) | Not disclosed at LIEN level; LIEN does not directly employ or compensate executive officers |
| Clawback provisions | Not disclosed for executive pay; LIEN maintains a Code of Ethics and compliance program administered by the CCO |
| Where costs sit | LIEN may reimburse the adviser for an allocable portion of CCO compensation and related staff, plus certain admin costs (at cost, no markup) |
Compensation Committee Analysis
- Scope and independence: The Compensation Committee is composed solely of independent directors and chaired by Tracey Brophy Warson; it reviews and approves reimbursement by LIEN of CFO/CCO compensation (allocable portions) and can engage outside advisers .
- Process and disclosure: Because LIEN’s executives are not directly compensated by the company, the committee does not produce an executive compensation report; it held one formal meeting in FY 2024 .
- Policies: LIEN maintains a Code of Business Conduct and Ethics and insider trading policies; it reports no material changes or waivers for the CEO/CFO, and notes the absence of hedging policies for employees/directors .
Investment Implications
- Pay-for-performance transparency: Executive pay is set and paid by the external adviser; LIEN only reimburses an allocable portion of CCO compensation, so investors lack visibility into Lovitt’s base/bonus/equity design, vesting, and performance metrics. This limits assessment of pay-for-performance alignment at the company level .
- Skin-in-the-game: Lovitt is not listed in the security ownership table for directors and executive officers; without Form 4 data or proxy ownership disclosure for him, it is not possible to assess personal stock ownership or potential insider selling pressure—another gap in alignment analysis .
- Policy red flag: LIEN states it has not adopted hedging policies for employees/directors, which is uncommon and can undermine alignment if insiders hedge exposure; monitoring any future policy updates is advisable .
- Role-based risk: As CCO, Lovitt’s impact centers on regulatory compliance and governance rather than direct value creation drivers; continuity and effectiveness of compliance programs are important for BDC operations, but retention risk and economics are governed by the adviser, not LIEN—further constraining investor insight into incentives and mobility .
Bottom line: For trading and governance signals, the externally managed structure obscures individual incentive design and ownership for the CCO. Focus diligence on adviser governance, any future hedging policy adoption, and whether LIEN enhances disclosure around reimbursed executive costs or ownership, which would strengthen alignment visibility .