Umesh Mahajan
About Umesh Mahajan
Umesh Mahajan (born 1971) is Co‑Chief Investment Officer and Corporate Secretary of Chicago Atlantic BDC, Inc. (NASDAQ: LIEN), formerly Silver Spike Investment Corp. He became Secretary in May 2024 and Co‑CIO in October 2024; he previously served as Chief Financial Officer from March 2023 until February 2025 . He holds a B.Tech. in Electrical Engineering from IIT Bombay, an MBA from The Wharton School where he graduated as a Palmer Scholar, and a Certificate in ESG Investing from the CFA Institute . During his tenure, LIEN’s revenues were $196,251 in FY 2023 and $1,759,910 in FY 2024, framing pay‑for‑performance context despite executives being compensated via the external Adviser rather than directly by the Company .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Chicago Atlantic BDC, Inc. | Chief Financial Officer | Mar 2023 – Feb 2025 | Led finance transition and served as officer through credit facility execution and governance updates . |
| Chicago Atlantic BDC Advisers, LLC | Partner; Co‑Head of Credit (prior) | 2024–present (Partner since Oct 2024) | Investment leadership supporting origination and portfolio management for BDC strategy . |
| Silver Spike Capital, LLC | Partner; Co‑Head of Credit | 2021–2024 | Credit investing platform focused on cannabis and niche sectors; feeder to LIEN’s Adviser prior to rebranding . |
| Ascribe Capital | Managing Director | 4 years (ending 2021) | Value‑oriented credit investing in middle‑market companies . |
| Bank of America Securities / Merrill Lynch | MD, Global Credit & Special Situations; VP, Principal Credit Group; Energy & Power IB | 2003–2016 | Special situations credit investing, principal credit, and sector IB coverage . |
| J.P. Morgan (Asia) | Investment Banking | 1994–2001 | Regional IB experience; foundational markets and transaction execution . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Chicago Atlantic BDC Advisers, LLC | Partner | Oct 2024–present | Aligns executive incentives with Adviser economics (management and incentive fees) supporting LIEN’s operations . |
| Silver Spike Capital, LLC | Partner; Co‑Head of Credit | 2021–2024 | Credit origination and portfolio oversight for cannabis lending strategies . |
Fixed Compensation
- LIEN has no employees; executives are not directly compensated by the Company. The Company reimburses the Adviser for an allocable portion of compensation for the CFO and CCO and their staffs, based on estimated time devoted to LIEN .
- Members of the Investment Committee receive economics indirectly via their financial interests in the Adviser, which earns a 1.75% base management fee on gross assets and a two‑part incentive fee (20% of pre‑incentive fee NII subject to hurdle/catch‑up, and 20% of cumulative realized capital gains net of losses/depreciation) .
Performance Compensation
- No Company‑granted RSUs/PSUs, stock options, or bonus plans are disclosed for executives; compensation is via the Adviser’s fee structure and profit interests rather than Company equity awards .
- No Company performance metric weighting/targets/payout tables are disclosed for executives (skip).
Equity Ownership & Alignment
| Metric | Value |
|---|---|
| Shares owned (beneficial) | 600 (Direct) |
| % of shares outstanding | <1% (as indicated; 22,820,408 shares outstanding as of record date) |
| Vested vs. unvested | Not disclosed (no Company equity award grants reported) . |
| Options (exercisable/unexercisable) | Not disclosed . |
| Pledging/Hedging policy | Company has not adopted hedging policies for employees/officers/directors; no pledging policy disclosed . |
| Ownership guidelines | Not disclosed . |
- Beneficial ownership table identifies Mahajan with 600 shares; executive and director group total 3,854,868 shares (16.9%) largely through Adviser‑related holdings, underscoring Adviser‑centric economics and governance influence .
Employment Terms
| Term | Detail |
|---|---|
| Current roles | Co‑Chief Investment Officer (since Oct 2024), Corporate Secretary (since May 2024) . |
| Prior role | Chief Financial Officer (Mar 7, 2023 appointment; resigned Feb 14, 2025 to focus on Co‑CIO duties) . |
| Contract term/expiration | Not disclosed; executives are personnel of the Adviser under Investment Advisory and Administration Agreements . |
| Severance / Change‑of‑Control | Not disclosed at the Company level; executives not directly compensated by LIEN . |
| Non‑compete / Non‑solicit | Not disclosed . |
| Clawback provisions | Not disclosed . |
Company Performance Context (last 3 fiscal years)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues (USD) | $410,000 | $196,251 | $1,759,910 |
- LIEN’s revenues increased materially in FY 2024 versus FY 2023, providing backdrop for Adviser‑based incentive economics rather than Company‑level pay plans .
Related Party & Governance Considerations
- LIEN operates via Chicago Atlantic BDC Advisers, LLC; multiple directors and executives, including Mahajan, are partners or affiliates of the Adviser, creating potential conflicts in opportunity allocation. An investment allocation policy and SEC co‑investment exemptive order govern allocations and require “required majority” independent director approvals for co‑investments to mitigate overreach and ensure fairness .
- No legal proceedings against directors, director nominee, or officers in the past ten years are disclosed .
- Insider trading policy exists; however, the Company has not adopted hedging practices/policies for employees/officers/directors, which may weaken alignment if executives hedge exposure (no specific hedging activity is disclosed) .
Investment Implications
- Pay‑for‑performance alignment is primarily through Adviser economics (management/incentive fees) and any personal equity stakes, not through Company‑level cash/equity grants; Mahajan’s direct LIEN shareholding is minimal (600 shares), suggesting limited direct “skin‑in‑the‑game” at the Company level .
- Absence of Company‑level equity awards, ownership guidelines, and hedging restrictions reduces direct alignment and may increase retention flexibility but diminishes long‑term incentive signaling; monitoring Form 4 activity is warranted to assess any incremental ownership or dispositions (not disclosed in the proxy) .
- Governance guardrails (co‑investment order, independent committee approvals) and disclosure of Adviser fee structures help mitigate conflicts, but Adviser‑centric incentives (20% income/capital gains fees) can bias toward asset growth and realized gains; investors should track portfolio credit quality and realized outcomes during Mahajan’s Co‑CIO tenure .
- Company revenue growth in FY 2024 provides positive context, but compensation and retention risk analysis relies on Adviser arrangements rather than Company contracts, limiting visibility into severance/CoC economics; continued oversight of 8‑K Item 5.02 filings for any changes is advisable .