Richard P. Schifter
LPL Financial HoldingsAbout Richard P. Schifter
Richard P. Schifter (age 72) is an independent director of LPL Financial Holdings Inc. (LPLA) and has served on the Board since 2005. He is a senior advisor to TPG (partner 1994–2013) and previously was a partner at Arnold & Porter specializing in bankruptcy and corporate restructuring; he holds a B.A. with distinction from George Washington University and a J.D. cum laude from the University of Pennsylvania Law School . He is designated by the Board as an Audit Committee Financial Expert given his financial literacy and experience .
Past Roles
| Organization | Role | Tenure | Committees / Impact |
|---|---|---|---|
| TPG | Partner; later Senior Advisor | Partner 1994–2013; currently Senior Advisor | Investment oversight; high financial literacy (Audit Committee Financial Expert designation at LPLA) |
| Arnold & Porter (Washington, D.C.) | Partner; Corporate Attorney | Partner 1986–1994; joined firm in 1979 | Specialized in bankruptcy law and corporate restructuring |
External Roles
| Organization | Role | Tenure | Committees / Impact |
|---|---|---|---|
| Avianca Holdings S.A. | Director | Past 5 years | Not disclosed in proxy |
| EnLink Midstream, LLC | Director | Past 5 years | Not disclosed in proxy |
| ProSight Global, Inc. | Director | Past 5 years | Not disclosed in proxy |
Board Governance
- Committee assignments: Audit and Risk Committee member; not a chair. LPLA’s Audit and Risk Committee comprised five independent directors in 2024 and met eight times; Schifter is one of three Audit Committee Financial Experts (with Eberhart and Bernard) .
- Independence: Board affirmatively determined Schifter is independent under Nasdaq rules and Exchange Act Rule 10A-3 .
- Attendance and engagement: The Board held 12 meetings in 2024; each director attended at least 75% of aggregate Board and committee meetings, and all ten nominees attended the 2024 annual meeting (one by telephonic conference) .
- Board leadership and practices: Independent Chair; annual elections; majority voting; proxy access; director retirement policy at age 75; clawback and anti-hedging/pledging policies .
Fixed Compensation (Director Pay – FY2024)
| Component | Amount ($) | Details |
|---|---|---|
| Annual Cash Fees | 116,546 | Includes cash retainer and committee fees; Schifter elected to receive fully vested shares in lieu of part of cash retainer (value calculated at $268.64/share) . |
| Stock Awards (Restricted Stock) | 187,779 | Annual equity grant; grant-date fair value based on $268.64 closing price; 699 restricted shares; vests May 21, 2025 . |
| Total | 304,325 | Sum of cash and stock components . |
| Committee fee policy (context) | — | Audit & Risk: Chair $30,000; Member $15,000; Comp: Chair $25,000; Member $12,500; N&G: Chair $20,000; Member $10,000 . |
| Annual retainer policy (context) | — | $285,000 total: $100,000 cash (or shares at election) + $185,000 restricted stock . |
Performance Compensation
- Non-employee directors at LPLA do not receive performance-based equity (no PSUs or option awards); annual equity for directors is time-based restricted stock with a standard vest date (May 21, 2025 for 2024 grants) .
- Therefore, no performance metrics (e.g., TSR, EBITDA) apply to director compensation.
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None |
| Prior 5-year public boards | Avianca Holdings S.A.; EnLink Midstream, LLC; ProSight Global, Inc. |
| Potential interlocks/conflicts | Schifter is a senior advisor to TPG; the proxy discloses related-party transaction oversight by the Audit & Risk Committee and lists business transactions only with Vanguard and BlackRock; no related-party transactions involving Schifter/TPG are disclosed . |
Expertise & Qualifications
- Financial literacy and audit expertise (Audit Committee Financial Expert) .
- Deep restructuring, legal and investment background from Arnold & Porter and TPG .
- Long LPLA board tenure providing institutional knowledge since 2005 .
Equity Ownership
| Metric | Value |
|---|---|
| Shares directly/indirectly held | 16,400 (includes 4,840 held via trusts for grandchildren; co-trustee) . |
| Right to acquire (within 60 days) | 26,937 (vested/vesting deferred stock units under Director Deferred Compensation Plan) . |
| Total beneficial ownership | 43,337 shares; <1% of outstanding . |
| Restricted stock outstanding | 699 shares from 2024 director grant (vest May 21, 2025) . |
| Ownership guidelines compliance | Directors must hold ≥5x cash portion of base retainer; all non-employee directors satisfied requirement as of Mar 24, 2025 . |
| Hedging/pledging | Prohibited by Insider Trading Policy for executives and directors . |
Governance Assessment
- Independence and audit rigor: Independent director with Audit Committee Financial Expert designation; sits on Audit & Risk Committee overseeing financial integrity, ERM, and cybersecurity—positive for board effectiveness and investor confidence .
- Alignment: Elected to receive part of cash retainer in shares and holds significant DSUs; meets director ownership guidelines; anti-hedging/pledging policy mitigates misalignment—positive signal .
- Attendance/engagement: Met required attendance thresholds; all nominees attended annual meeting—adequate engagement .
- Conflicts/related-party exposure: No related-party transactions disclosed involving Schifter; Audit & Risk Committee reviews and pre-approves/ratifies transactions; the only listed related-party business is with Vanguard/BlackRock—low direct conflict risk based on disclosures .
- Tenure/refreshment: Long tenure (since 2005); director retirement policy at 75 suggests approaching mandated refresh; Board’s stated focus on refreshment and annual evaluations offset some concerns—monitor for succession planning and committee rotation .
RED FLAGS to monitor: Long tenure approaching retirement threshold (75) ; ensure continued committee succession planning. No Section 16(a) filing issues reported for directors in 2024 (one late Form 3 was for a new officer, not a director) . No repricing, tax gross-ups, or hedging/pledging permitted under policies .