Adam B. Weinstein
About Adam B. Weinstein
Adam B. Weinstein, 46, serves as Executive Vice President, Chief Administrative Officer, and Director at New Mountain Finance Corporation (NMFC). He has been a Class I director since 2012, with his current term expiring in 2027, and has held the EVP/CAO role since January 2013, bringing industry-specific expertise with a background in accounting and senior operating/financial roles at New Mountain Capital since 2005 . NMFC’s proxy identifies him as an “interested person” under the 1940 Act, reflecting his executive role and affiliation with the adviser; performance metrics such as TSR or revenue/EBITDA growth are not disclosed in relation to his compensation at NMFC .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| NMFC | Executive Vice President & Chief Administrative Officer | 2013–present | Senior corporate leadership overseeing administration, governance interface with BDC structure |
| NMF SLF I, Inc. (BDC) | Executive Vice President | 2019–present | Executive oversight within affiliated BDC, aligning platform operations |
| New Mountain Guardian III BDC, L.L.C. | Executive Vice President | 2019–2024 | Executive leadership across credit BDC, contributing to platform consistency |
| New Mountain Guardian IV BDC, L.L.C. | Executive Vice President | 2022–present | Executive role supporting growth of Guardian IV BDC |
| New Mountain Capital, L.L.C. | Managing Director, COO, CFO, other roles | 2005–present | Led operations/finance across adviser; deep accounting background; cross-platform governance |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| New Mountain Private Credit Fund (BDC) | Director | 2024–present | Governance oversight of affiliated BDC; coordination across fund complex |
| Grant Thornton | Director | 2024–present | Board role at audit/tax/advisory firm; financial/accounting oversight |
| New Mountain Vantage (Cayman) Ltd. | Director; Chairman | 2010–2020; 2014–2020 | Governance and leadership for hedge fund platform |
| Sonrava Health | Director | 2021–2024 | Board service at dental chain; sector diversification |
| Citrin Cooperman & Company, LLP | Director | 2021–2024 | Governance at CPA firm; finance/accounting expertise |
Fixed Compensation
NMFC does not directly compensate its executive officers; compensation for principals and investment professionals (including those affiliated with the adviser) is paid by the Investment Adviser. Compensation for NMFC’s CFO and Chief Compliance Officer is set by the Administrator and reimbursed by NMFC for allocable portions. Interested directors (including Weinstein) receive no director compensation from NMFC; NMFC does not maintain stock or option plans or non‑equity incentive plans for directors .
| Component | 2024 Value/Terms | Notes |
|---|---|---|
| Base Salary (NMFC) | — | Executive officers receive no direct compensation from NMFC |
| Target/Actual Bonus (NMFC) | — | No direct NMFC compensation to executive officers |
| Director Retainer (Interested Directors) | $0 | No compensation paid to directors who are “interested persons” |
| Stock/Option Plans for Directors | None | NMFC does not maintain stock/option or non-equity plans for directors |
Performance Compensation
NMFC does not directly pay executive compensation, so performance-based metrics, vesting, and payouts at the NMFC entity level are not applicable. If NMFC were to compensate executives in the future, the compensation committee would review and recommend policies and practices .
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Not applicable (no direct NMFC executive compensation) | — | — | — | — | — |
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Shares beneficially owned (Adam B. Weinstein) | 568,636 |
| Ownership as % of outstanding | <1.0% (shares outstanding 107,851,415) |
| Dollar range of NMFC holdings | Over $100,000 (based on $11.10/share record-date price) |
| Vested vs. unvested breakdown | Not disclosed |
| Options (exercisable/unexercisable) | Not disclosed |
| Pledging | Not disclosed in proxy |
| Hedging policy | Hedging not expressly prohibited; derivative transactions require pre-clearance by CCO; ETFs/ETNs and options on them exempt from pre-clearance |
| Section 16 compliance | All required filings timely for FY2024 per company review |
| Stock ownership guidelines | Not disclosed |
Employment Terms
| Term | Detail |
|---|---|
| Employment start date at NMFC (EVP/CAO) | January 2013 |
| Director service | Class I Director since 2012; current term expires 2027 |
| Contract term/auto-renewal | Not disclosed at NMFC entity level |
| Indemnification | NMFC entered into indemnification agreements with directors, including advancement of expenses to max extent permitted by Delaware law and the 1940 Act |
| Change‑of‑control, severance | Not disclosed |
| Clawback provisions | Not disclosed |
| Non‑compete/non‑solicit | Not disclosed |
Board Governance
- Independence: Identified as an “interested person” due to executive roles and adviser affiliation; committee membership (audit, valuation, nominating & corporate governance, compensation) is restricted to Independent Directors, so Weinstein does not serve on these committees .
- Board/committee activity: In FY2024, NMFC held 9 board meetings; committees held 8 audit, 4 compensation, 2 nominating & corporate governance, and 8 valuation meetings. Other than Mr. Hamwee, all directors attended at least 75% of aggregate meetings .
- Executive sessions: Independent Directors meet in executive session at the conclusion of each regularly scheduled meeting, presided over by the audit committee chair .
| Attribute | Status |
|---|---|
| Independence | Interested Director (not independent) |
| Committee memberships | None (committees limited to Independent Directors) |
| Years of service on NMFC board | 2012–present; current Class I term to 2027 |
| Executive sessions | Held after each regular meeting; chaired by audit chair |
| Compensation committee composition | Hurley (Chair), Ogens, Arnold, Hébert, Daniel; all Independent Directors |
| Advisory/admin agreement oversight | Compensation committee re‑approved for 12 months commencing March 1, 2025 |
Director Compensation (Context)
- Interested Directors (including Weinstein) receive no cash fees or other compensation as NMFC directors .
- Independent Director fee framework (for context): $120,000 annual retainer since Oct 1, 2022; $2,500 per regular board meeting; $1,000 per special meeting/written consents (limits apply). Committee chair retainers: Audit $12,500; Valuation $7,500; Compensation $2,500; Nominating & Corporate Governance $2,500 .