Alfred F. Hurley, Jr.
About Alfred F. Hurley, Jr.
Alfred F. Hurley, Jr. (age 70) is an Independent Director of New Mountain Finance Corporation (NMFC), serving since 2010 and standing for re‑election in 2025 to a three‑year term expiring in 2028 . He is the sole member of Alfred F. Hurley, Jr. & Company, LLC (consulting) since February 2014, and brings risk management, banking, and money management experience to NMFC’s board . The board deems him independent under NASDAQ rules and the 1940 Act .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Datasite (private) | Director | 2013–2020 | — |
| The Stars Group Inc. (public) | Director | 2016–2020 | — |
| Purified Ingredients, Inc. (private) | Chairman; Audit Committee member; Compensation Committee Chair | 2019–2020 | Led compensation oversight and audit participation |
External Roles
| Organization | Public/Private | Role(s) | Tenure | Committee roles/Notes |
|---|---|---|---|---|
| Flutter Entertainment Corporation | Public | Director; Chair of Compensation & Human Resources; Nominating Committee member | Since 2020 | Chairs comp/HR; nominating member |
| Ligado Networks | Private | Audit Committee Chair | Since 2017 | Chairs audit |
| TSI Holdings, Inc. (TransWorld Systems holding co.) | Private | Board Member | Since 2018 | Serves on audit, compensation, and risk & compliance committees |
| NMF SLF I, Inc. (BDC) | Private BDC | Director | Since 2019 | New Mountain fund complex entity |
| New Mountain Guardian IV BDC, L.L.C. (BDC) | Private BDC | Director | Since 2022 | New Mountain fund complex entity |
| New Mountain Guardian IV Income Fund, L.L.C. (BDC) | Private BDC | Director | Since 2022 | New Mountain fund complex entity |
| New Mountain Guardian III BDC, L.L.C. (BDC) | Private BDC | Director | 2019–2024 | Former director |
Board Governance
| Topic | Details |
|---|---|
| Independence | Independent director under NASDAQ Listing Rule 5605(a)(2) and 1940 Act |
| Board leadership | Chair is an “interested person” (Steven B. Klinsky); no designated Lead Independent Director |
| Executive sessions | Independent directors meet in executive session at each regular meeting, presided over by Audit Committee chair |
| 2024 meetings/attendance | Board (9), Audit (8), Nominating & Governance (2), Compensation (4), Valuation (8); all directors other than Mr. Hamwee attended ≥75% of aggregate board/committee meetings (implies Hurley ≥75%) |
| Committee assignments | Audit (Member; designated “audit committee financial expert”) ; Nominating & Corporate Governance (Chair) ; Compensation (Chair) ; Valuation (Member) |
Fixed Compensation
Director compensation is cash-based (no equity plans). Hurley also earns fees across the “fund complex” for related board service.
| Year | NMFC – Fees Paid in Cash | NMFC – Other Compensation | NMFC – Total | Fund Complex – Fees Paid in Cash | Fund Complex – Other | Fund Complex – Total |
|---|---|---|---|---|---|---|
| 2024 | $142,000 | $264 | — | $246,167 | $609 | $246,776 |
| 2023 | $140,000 | $0 | — | $226,042 | — | $226,042 |
Director fee framework (effective Oct 1, 2022): $120,000 annual retainer; $2,500 per regular board meeting; $1,000 per special meeting or certain written consents (≤1 per fiscal quarter); chairs: Audit $12,500; Valuation $7,500; Compensation $2,500; Nominating & Governance $2,500. No compensation to “interested” directors .
Performance Compensation
| Instrument | Performance Metrics | Targets | Outcome | Vesting/Terms |
|---|---|---|---|---|
| None (directors) | N/A – NMFC does not maintain stock or option plans, non‑equity incentive plans, or pensions for directors | — | — | — |
Other Directorships & Interlocks
| Type | Company | Potential Interlock/Exposure |
|---|---|---|
| Public company | Flutter Entertainment Corporation | Unrelated to NMFC’s portfolio stated; governance leadership roles suggest compensation oversight expertise |
| New Mountain fund complex | NMF SLF I; Guardian IV BDC; Guardian IV Income Fund; former Guardian III BDC | Within New Mountain affiliates; may participate in co‑investment programs subject to Exemptive Order and “required majority” independent director approvals |
| Private companies | Ligado Networks; TSI Holdings | No direct NMFC portfolio linkage disclosed; governance roles noted |
Expertise & Qualifications
- Audit Committee Financial Expert designation (Item 407 Reg S‑K) .
- Experience in risk management, banking, and money management; seasoned board and committee leadership across audit, compensation, and governance .
Equity Ownership
| As of (Record Date) | Shares Beneficially Owned (NMFC) | Shares Outstanding (NMFC) | Approx. Ownership % | Dollar Range (NMFC) | LP Interests in New Mountain funds |
|---|---|---|---|---|---|
| March 19, 2025 | 55,073 | 107,851,415 | ≈0.051% (55,073/107,851,415) | Over $100,000 | Over $100,000 in each of New Mountain Partners IV, V, and VI, L.P. |
- Hedging policy: Not expressly prohibited; derivatives require Chief Compliance Officer pre‑clearance; ETFs/ETNs (and options on them) are exempt from pre‑clearance .
- Pledging: No specific disclosure on share pledging for directors; not indicated in proxy .
- Section 16 compliance: All filing requirements were met timely in FY2024, per company review .
Governance Assessment
Key findings
- Strengths: Independent director since 2010 with deep financial services background; chairs Compensation and Nominating & Governance Committees; identified as an Audit Committee Financial Expert; attended ≥75% of 2024 board/committee meetings; compensation is cash-only with no director equity grants or options (limits dilution/option risk) .
- Alignment: Holds 55,073 NMFC shares (>$100k value) and significant LP interests in New Mountain private funds, indicating material personal capital at risk across the platform .
- Conflicts/mitigants: Ownership of LP interests in New Mountain funds and board roles at New Mountain‑affiliated BDCs create potential perceived conflicts; mitigated by board independence determinations, committee structures of independent directors only, co‑investment Exemptive Order safeguards, and “required majority” independent approvals for co‑investments .
RED FLAGS and watch items
- Board structure: No Lead Independent Director while the Chair is an “interested person” could weaken independent counterbalance; reliance on executive sessions and committee structure to mitigate .
- Hedging policy: Hedging is not categorically prohibited (allowed with pre‑clearance); can modestly weaken alignment compared to strict no‑hedging regimes .
- Related‑party advisory model: External manager (affiliated) with base fee and incentive fee; base fee reduced to 1.25% in 2025 via amendment, which is shareholder‑friendly but underscores ongoing related‑party oversight importance by independent directors (including Hurley) .
Implications for investor confidence
- His dual committee chair roles (Compensation; Nominating & Governance) and Audit financial expertise support board effectiveness and oversight of fees, governance, and advisor arrangements critical in an externally managed BDC .
- Potential conflicts from New Mountain platform ties are known and managed through established policies and the SEC Exemptive Order; continued disclosure and robust “required majority” processes remain vital .