Frank Silcox
About Frank Silcox
Frank Silcox (age 61) has served as an independent director of LM Funding America, Inc. since January 2021. He is Managing Director at Osprey Capital (since March 2015) and previously co‑founded and was a managing member of LM Funding, LLC (2008–2015), now a wholly‑owned subsidiary of LM Funding America. He holds a Bachelor of Science from the University of Tampa and brings legal, financial, and transactional experience to the board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| LM Funding, LLC (subsidiary) | Co‑founder & Managing Member | 2008–2015 | Helped develop business model; transactional experience useful for acquisitions and compensation decisions . |
| Osprey Capital | Managing Director | Mar 2015–present | Business advisory and transactional expertise leveraged in board oversight . |
| FS Ventures | Owner/Investor | Since 2003 | Real estate and investment experience . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Osprey Capital | Managing Director | Mar 2015–present | Ongoing role . |
| FS Ventures | Owner | Since 2003 | Investment activities . |
| Public company boards | — | — | None disclosed in proxy biography . |
Board Governance
- Independence: Board determined Silcox is an “independent director” under Nasdaq and SEC rules .
- Committee assignments (current): Member, Compensation Committee; Member, Nominating & Corporate Governance Committee .
- Committee leadership: Not identified as chair; current chairs are Douglas McCree (Compensation) and Fred Mills (Nominating & Corporate Governance) .
- Committee activity: Compensation Committee met 14 times in 2024; Nominating & Corporate Governance met 6 times in 2024; Audit Committee met 4 times in 2024 .
- Attendance and engagement: Board held 8 meetings in 2024; all directors attended at least 75% of Board and applicable committee meetings; independent directors met in executive session periodically .
Fixed Compensation
| Component | 2022 | 2023 | 2024 |
|---|---|---|---|
| Annual cash retainer ($) | $62,375 | $66,000 | $66,000 |
| Audit committee premium ($) | Not applicable (not on Audit Committee) | Not applicable | Not applicable |
| Meeting fees | Not disclosed | Not disclosed | Not disclosed |
Program details:
- Non‑employee director program: annual cash retainer $66,000 (or $99,000 for Audit Committee members). Annual stock option award calculated as $66,000 (or $99,000 for Audit Committee members) divided by grant‑date fair market value; vests 50% at 180 days and 50% at one‑year anniversary; options granted on the day of the annual stockholder meeting. Initial appointment grants equal to $25,000 divided by exercise price. The Board waived annual option awards for fiscal year 2024 .
Performance Compensation
| Item | Detail |
|---|---|
| Annual equity grants (options) | Per program, annual stock option award equal to $66,000 (or $99,000 for Audit Committee members) divided by the exercise price; vests 50% at 180 days and 50% at 1 year; grant on annual meeting date; initial grant equal to $25,000 divided by exercise price . |
| 2024 equity | Board waived annual option awards for fiscal year 2024 (no options) . |
| Performance metrics tied to director pay | None disclosed; director compensation is cash retainer plus annual options per program (no TSR/financial metrics specified) . |
Detailed metric table (director pay):
| Performance Metric | Disclosed Use in Director Compensation | Notes |
|---|---|---|
| TSR percentile | Not disclosed | Program specifies retainers and options; no performance targets noted . |
| Revenue growth | Not disclosed | Not referenced in director pay . |
| EBITDA/margin | Not disclosed | Not referenced in director pay . |
| ESG goals | Not disclosed | Not referenced in director pay . |
Recent Form 4 equity awards:
| Filing Date | Transaction Date | Type | Security | Quantity | Price | Post‑Txn Derivative Holdings | Source |
|---|---|---|---|---|---|---|---|
| 2025‑08‑28 | 2025‑08‑27 | Award | Stock Option (right to buy) | 104,760 | $1.26 | 104,760 | |
| 2023‑01‑03 | 2022‑12‑29 | Award | Stock Option (right to buy) | 111,865 | $0.00 | 111,865 |
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict Notes |
|---|---|---|
| Public company boards | None disclosed | No public interlocks disclosed in biography . |
| Internal ties | Co‑founded LM Funding, LLC (subsidiary) | Historical tie; no current related‑party transactions reported for Silcox . |
Expertise & Qualifications
- Legal, financial, and business experience across diverse industries; transactional knowledge aiding acquisitions and compensation decisions .
- Education: Bachelor of Science, University of Tampa .
- Board contribution: Monitoring performance; insight on business acquisitions and financial transactions .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Notes |
|---|---|---|---|
| Frank Silcox | 20,349 | <1% | Includes 24 common shares; options currently exercisable: 1,681 at $35.70 and 18,644 at $3.54 . |
Options and derivatives detail:
- Currently exercisable options included in beneficial ownership: 1,681 (@ $35.70) and 18,644 (@ $3.54) .
- Additional option awards (recent): 104,760 options granted on 2025‑08‑27 at $1.26; 111,865 options granted on 2022‑12‑29 (exercise price reported as $0 in Form 4 data record) [Form 4 URLs above].
- Anti‑hedging: Company policy prohibits hedging or monetization transactions by directors .
- Pledging: No pledging disclosures specific to Silcox found in proxy .
Governance Assessment
- Independence and engagement: Silcox is classified independent, serves on two key governance bodies (Compensation; Nominating & Corporate Governance), and met the 75% attendance threshold; committees were active in 2024 (Compensation: 14 meetings; Nominating: 6) indicating meaningful engagement .
- Pay structure and alignment: Director compensation emphasizes cash retainer, with equity options as at‑risk pay; the Board’s waiver of 2024 option awards reduces equity alignment for that year but also reflects pay restraint amid financing and dilution considerations .
- Ownership: Beneficial ownership is modest (<1%), with some options currently exercisable; recent option grants increase derivative exposure but do not translate into substantial common share ownership, which may limit “skin‑in‑the‑game” optics and Form 4 URLs.
- Conflicts/related parties: No related‑party transactions involving Silcox disclosed; historical co‑founder status at LM Funding, LLC is noted but no adverse interests identified. The proxy discloses related‑party arrangements with BLG/BLGAL tied to another director (Gould), not Silcox .
- Policies: Anti‑hedging policies are in place; indemnification agreements for directors are standard. No director stock ownership guidelines are disclosed for non‑employee directors, limiting formal alignment requirements .
RED FLAGS
- Low direct common share ownership (<1%) may be viewed as weak ownership alignment versus option‑based compensation .
- Board waived 2024 option grants, reducing equity‑based at‑risk pay for directors in that year; while fiscally conservative, it may lessen long‑term alignment signals for 2024 .
- Historical ties (co‑founder of LM Funding, LLC) could prompt investor scrutiny for familiarity risks, though no current related‑party transactions with Silcox are disclosed .
SUPPORTING REFERENCES
- Biography, independence, committees, attendance: .
- Director compensation program and 2024 waiver: .
- Compensation amounts (2022–2024): .
- Beneficial ownership and option footnotes: .
- Insider Form 4 transactions (Silcox): .
- Related‑party transactions (BLG/BLGAL – other director): .