Scott M. Shaw

President and Chief Executive Officer (CEO) at LINCOLN EDUCATIONAL SERVICES

Board

Since 2015

Age

62 years

Education

Holds a Bachelor of Arts from Duke University and a Master of Business Administration from the Wharton School of Business.

Tenure

Joined Lincoln Educational Services in 2001, serving in roles including Senior Vice President of Strategic Planning and Business Development, Executive Vice President and Chief Administrative Officer, and President and Chief Operating Officer before becoming President and Chief Executive Officer in 2015.

Also at LINCOLN EDUCATIONAL SERVICES

BKM

Brian K. Meyers

Executive Vice President, Chief Financial Officer, and Treasurer

CDN

Chad D. Nyce

Executive Vice President and Chief Operating Officer

About

Scott M. Shaw is an experienced executive with a strong background in financial and business management, having built his career at Lincoln Educational Services.

He began his tenure with the company in 2001, holding several key roles that underscored his leadership capabilities and strategic focus, before assuming the role of President and Chief Executive Officer in 2015.

He holds a Bachelor of Arts from Duke University and a Master of Business Administration from the Wharton School of Business, complementing his professional achievements with a solid educational foundation.

$LINC Performance Under Scott M. Shaw

Past Roles

Organization	Role	Date Range	Details
Lincoln Educational Services Corporation (LINC)	President and Chief Operating Officer	N/A	Held this position prior to his promotion to CEO
Lincoln Educational Services Corporation (LINC)	Executive Vice President and Chief Administrative Officer	N/A	N/A
Lincoln Educational Services Corporation (LINC)	Senior Vice President of Strategic Planning and Business Development	N/A	N/A
Stonington Partners, Inc.	Partner	1994-2001	Responsible for identifying, evaluating, acquiring, and overseeing companies
Merrill Lynch Capital Partners Inc.	Consultant	1994-2000	Worked as a consultant at this private investment firm

Fixed Compensation

Data from FY 2024

Component Name	Amount	Payment Schedule	Additional Details
Base Salary	$650,000	Annual (2024)	2024 base salary
Stock Awards (Time-Based)	$1,973,387	Vests ratably over 3 years	124,740 shares; based on Dec 31, 2024 closing price of $15.82
All Other Compensation	$19,016	As incurred in 2024	Vehicle use: $7,823; Life insurance: $7,742; 401(k) match: $3,450
Termination - Involuntary	$7,450,813	Upon involuntary termination	Severance: $2,600,000; Fully vested stock awards: $4,826,745; Benefits: $24,068
Termination - Change in Control	$4,826,745	Upon change in control termination	Fully vested stock awards become exercisable
Termination - Death/Disability	$5,476,745	Upon death or disability termination	Severance: $650,000; Stock awards: $4,826,745

Performance Compensation

Data from FY 2024

Cash Incentive Compensation

Metric	Value	Additional Details
Performance Metric	Adjusted EBITDA	Evaluated based on the Company’s adjusted EBITDA performance
Target	$650,000	100% of base salary
Maximum (Cap)	$1,300,000	200% of the incentive compensation target
Actual Payout	$688,629	105.9% of target due to exceeding the adjusted EBITDA goal
Evaluation Period	Fiscal Year 2024	Determined in March following the fiscal year

Performance-Based Restricted Stock Awards

Metric	Value	Additional Details
Performance Metric	Adjusted EBITDA	Targets set by the Compensation Committee
Vesting Schedule	3 years	Vesting occurs ratably over 3 years; vesting determination made annually in March for FY 2024-2026
Grant Date	Feb 22, 2024	Awards granted on this date
Grant Date Fair Value	$1,200,000	Aggregate grant date fair value for performance-based awards
Grant Date Stock Price	Not specified	No explicit grant date stock price provided
Additional Conditions	N/A	Catch-up targets applicable only to awards issued before Dec 31, 2023 (not applicable for 2024)