Anil Shrivastava
About Anil Shrivastava
Anil Shrivastava (age 56) joined the MPAA Board on September 5, 2024; he is an independent director and serves on the Audit and Compensation Committees. He is Founder and Managing Partner of 325 Capital (est. 2020), previously a Partner at Sagard Capital (2012–2018), Managing Director in the Healthcare group at Vestar Capital (2007–2023), and spent 15 years at Bain & Company (Private Equity and Healthcare Practices). He graduated with honors in Economics from Harvard College and holds an MBA from Harvard Business School; he is also a Trustee at the New York Hall of Science .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| 325 Capital | Founder & Managing Partner | 2020–present | Investor; micro/small-cap focus |
| Sagard Capital | Partner | 2012–2018 | Blueprint development, management relationships, team development |
| Vestar Capital (Healthcare) | Managing Director | 2007–2023 | Private equity investing |
| Bain & Company | Partner; PE & Healthcare Practices | ~15 years | Supported clients across Boston, Sydney, London, New York |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| New York Hall of Science | Trustee | Not disclosed | Governance/education non-profit role |
| Other public company boards | None disclosed | — | “Other Public Company Boards” column blank for Shrivastava |
Board Governance
- Independence and interlocks: Board determined Shrivastava is independent under SEC/Nasdaq rules after reviewing his control of 325 Capital, which owned >10% of MPAA in Fiscal 2025; Compensation Committee reports no interlocking relationships with other companies .
- Committees and roles: Member, Audit Committee (Board deems him a “financial expert” under SEC rules); Member, Human Resources and Compensation Committee (5 meetings in FY2025) .
- Attendance and engagement: Board met 7 times in FY2025; each then-director attended ≥75% of Board/committee meetings; all directors attended the Sept 5, 2024 annual meeting. Independent director executive sessions formalized starting Nov 2024 .
- Audit Committee activity: Audit met 4 times in FY2025; oversight covers financial reporting, internal controls, cyber/information security, related-person transactions; EY reappointed as auditor for FY2026 .
Fixed Compensation (Director Pay Structure and Actual FY2025)
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | $62,500 | No per‑meeting fees |
| Audit Committee member retainer | $10,000 | For non‑chair members |
| Compensation Committee member retainer | $7,500 | For non‑chair members |
| Committee chair fees | $20,000 (Audit); $15,000 (Comp); $10,000 (N&G) | Not applicable to Shrivastava (non‑chair) |
| Annual equity (RSUs) policy | Target ~$100,000 grant-date fair value; one-year vest | No appointment grants after 9/13/2021; annual RSUs increased to $100k |
| Director | FY2025 Fees Earned (Cash) | FY2025 Stock Awards (RSUs) | FY2025 Total |
|---|---|---|---|
| Anil Shrivastava | — | — | — |
| Note | Shrivastava waived the annual equity award in FY2025 (same as Trussler) |
Performance Compensation (Director Equity Mechanics)
| Plan/Metric | Type | Target/Structure | Vesting | FY2025 Outcome for Shrivastava |
|---|---|---|---|---|
| Annual Director RSU grant | Time‑vested RSUs | ~$100,000 grant-date fair value | 1‑year cliff vest | Waived (no RSUs granted to Shrivastava in FY2025) |
MPAA’s director equity grants are time‑based only; no performance metrics (TSR, EBITDA, etc.) are applied to director compensation. RSUs vest on the one‑year anniversary of grant .
Other Directorships & Interlocks
| Company | Role | Committees | Notes |
|---|---|---|---|
| None disclosed | — | — | “Other Public Company Boards” column shows none for Shrivastava |
| Compensation Committee interlocks | None | — | Company discloses no interlocking relationships for committee members |
Expertise & Qualifications (Self-Assessed Skills Matrix)
- Significant: Public company experience; Capital allocation/corporate finance; Financial literacy/expertise; Marketing/Sales/Business Development; Strategic Planning; Shareholder Advocacy .
- Some: International business; Legal/Regulatory/Public Policy; Cybersecurity/Data Privacy; Industry experience (automotive/aftermarket context) .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Basis/Date | Notes |
|---|---|---|---|---|
| Anil Shrivastava | — | <1% | As of July 16, 2025; based on 19,352,135 shares outstanding | No personal beneficial ownership reported in the table |
| 325 Capital LLC | 2,018,795 | 10.4% | As of July 16, 2025 | Board notes Shrivastava “controls 325 Capital”; Board reviewed and affirmed his independence |
Stock ownership guidelines: Non‑employee directors are expected to hold shares worth 3x annual cash retainer within ~5 years of board service start; as of March 31, 2025, all non‑employee directors except newer directors Liebau and Warfield met the guideline. Compliance deadlines cited include Liebau (by 9/5/2029). The proxy does not state a specific compliance deadline for Shrivastava, who joined 9/5/2024 .
Policy restrictions: Directors are prohibited from hedging or pledging company stock; directors may not hold company securities in margin accounts .
Governance Assessment
-
Strengths
- Independent status affirmed despite controlling a >10% shareholder (325 Capital); designated “financial expert” and placed on Audit and Compensation—key oversight committees .
- Board has instituted regular executive sessions of independent directors (formalized Nov 2024); all then‑directors met ≥75% attendance in FY2025 .
- Director pay structure modest and formulaic; no meeting fees; time‑vested RSUs standard; hedging/pledging prohibited; related‑party transactions reviewed under a written policy by the Audit Committee .
- Compensation Committee discloses no interlocks; committee met 5x in FY2025, indicating active oversight cadence .
-
Watch items / Potential conflicts
- Significant shareholder affiliation: 325 Capital holds 10.4% (as of 7/16/2025) and is controlled by Shrivastava. While the Board reviewed and affirmed independence, investors may scrutinize potential influence or concerted actions; monitoring of related‑party review rigor is warranted .
- Ownership alignment clarity: The proxy’s guideline compliance narrative (as of 3/31/2025) suggests most non‑employee directors met 3x retainer ownership, yet Shrivastava reports no personal beneficial ownership as of 7/16/2025. It is unclear whether 325 Capital’s holdings count toward guideline compliance for him; clarification would improve transparency .
- FY2025 director equity waived: Shrivastava took no RSU grant and recorded no cash fees in FY2025, reducing direct pay-for-alignment; investors may view reliance on fund ownership for alignment differently than personal holdings .
-
Additional context
- Audit oversight cadence (4 meetings), cyber/information security in Audit remit, and EY reappointment provide a baseline for financial reporting risk management .
Board Governance (Committee Detail)
| Committee | Members | Chair | FY2025 Meetings | Notes |
|---|---|---|---|---|
| Audit | Philip Gay; Joseph Ferguson; F. Jack Liebau, Jr.; Anil Shrivastava | Philip Gay | 4 | All members independent; all deemed “financial experts” (incl. Shrivastava) |
| Human Resources & Compensation | Jeffrey Mirvis; Patricia (Tribby) W. Warfield; Anil Shrivastava | Jeffrey Mirvis | 5 | No interlocking relationships disclosed |
| Nominating & Corporate Governance | Barbara Whittaker; Dr. David Bryan; F. Jack Liebau, Jr. | Barbara Whittaker | 4 | ESG oversight remit |
Director Compensation Mechanics and Policies
| Policy/Guideline | Key Terms |
|---|---|
| Ownership Guidelines | Non‑employee directors expected to hold 3x annual cash retainer within ~5 years |
| Hedging/Pledging | Prohibited for directors; no pledging or margin accounts |
| Equity Grant Design | Annual RSUs (~$100k FV) vest on one‑year anniversary; no appointment grants post‑9/13/2021 |
Other Directorships & Interlocks (Network)
| Category | Disclosure |
|---|---|
| Current public company boards | None disclosed for Shrivastava |
| Prior public company boards | Not disclosed for Shrivastava |
| Shared directorships with MPAA stakeholders | Not disclosed; related-party transactions overseen by Audit Committee policy |
Expertise & Qualifications
- Education: AB Economics (Honors), Harvard College; MBA, Harvard Business School .
- Domain expertise: Private equity investing, micro/small‑cap investor relations, financial literacy; self‑assessed significant capability in shareholder advocacy and strategic planning .
- Board credentials: Audit Committee financial expert designation by the Board .
Equity Ownership and Alignment Summary
| Item | Detail |
|---|---|
| Personal beneficial ownership (7/16/2025) | “—” (less than 1%) |
| Affiliated fund ownership | 325 Capital LLC 10.4% (2,018,795 shares) |
| Control relationship | Board notes Shrivastava controls 325 Capital; independence affirmed |
| Ownership guideline status | Company states as of 3/31/2025 all non‑employee directors except Liebau and Warfield met the 3x guideline; compliance deadline examples provided; no explicit deadline listed for Shrivastava in the disclosure |
Governance Assessment (Bottom Line)
- Overall, Shrivastava strengthens Board financial oversight as an Audit “financial expert” and adds investor perspective on Compensation, with solid meeting cadence and independence affirmed despite a significant affiliated shareholder.
- Key monitoring items include transparency around whether 325 Capital’s holdings satisfy personal ownership guidelines and continued assurance that related‑party review remains robust given the >10% affiliated stake. The FY2025 waiver of equity and lack of cash fees leave alignment anchored in the affiliated fund’s ownership rather than personal holdings—an atypical profile investors may wish to evaluate in context of MPAA’s governance posture .
References:
- Director biography and roles
- Board snapshot and other public company boards column
- Independence determination and 325 Capital control
- Committee membership and activity
- Attendance and executive sessions
- Director compensation structure and FY2025 table
- Ownership guidelines and related‑party policy
- Beneficial ownership table (as of 7/16/2025)
- Audit Committee report and auditor reappointment