Daniel B. Hébert
About Daniel B. Hébert
Independent Class III Director of New Mountain Finance Corporation (NMFC) since 2019; current term expires in 2026. Age 69. Professional background includes CEO of Vision One Partners, LLC (registered broker-dealer) since September 2018; Co-Founder/COO/Chief Compliance Officer at Vision One Management Partners, LP (registered investment advisor) 2022–2024; CEO of Bernstein Hébert Securities 2018–2020; COO of Bernstein Equity Partners, LLC 2017–2020; prior Managing Director at Sandler O’Neill 2013–2017. NMFC confirms Hébert is not an “interested person” under the 1940 Act .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Vision One Partners, LLC (Broker-Dealer) | Chief Executive Officer | Sep 2018–present | Investment banking leadership |
| Vision One Management Partners, LP (RIA) | Co-Founder, COO, Chief Compliance Officer | 2022–2024 | Compliance and operations oversight |
| Bernstein Hébert Securities (Broker-Dealer) | Chief Executive Officer | Sep 2018–Jun 2020 | Executive management |
| Bernstein Equity Partners, LLC (Family office/investment banking boutique) | Chief Operating Officer | May 2017–Jun 2020 | Operations management |
| Sandler O’Neill (Investment banking firm) | Managing Director | Mar 2013–Apr 2017 | Capital markets expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| New Mountain Private Credit Fund (BDC; “Newcred”) | Director | Since 2024 | Part of NMFC “Fund Complex” |
Board Governance
- Independence: Not an “interested person” of NMFC as defined in the 1940 Act .
- Committee memberships and chair roles:
- Audit Committee member; committee chaired by Rome G. Arnold III. NMFC Board designated Hébert an “audit committee financial expert” under Item 407 of Regulation S-K; meets Rule 10A-3 independence and experience requirements .
- Compensation Committee member; chaired by Alfred F. Hurley, Jr. .
- Nominating & Corporate Governance Committee member; chaired by Alfred F. Hurley, Jr. .
- Valuation Committee member; chaired by David Ogens .
- Executive sessions: Independent Directors meet in executive session after each regularly scheduled board meeting; sessions are presided over by the audit committee chair .
- Attendance:
- FY2024: Board held 9 meetings; Audit 8; Nominating 2; Compensation 4; Valuation 8. Other than Mr. Hamwee, all directors attended at least 75% of meetings—implies Hébert met NMFC’s attendance threshold .
- FY2023: Board held 8; Audit 8; Nominating 3; Compensation 3; Valuation 8. Other than Ms. Daniel (appointed July 1, 2023), all directors attended at least 75% and all directors except Ms. Daniel attended the 2023 Annual Meeting .
- Risk oversight: Four standing committees (all Independent Directors) plus quarterly reports from the Chief Compliance Officer; audit oversees ICFR and auditor independence; valuation oversees fair value policies; nom/gov oversees board principles and evaluation; compensation oversees director pay and advisory/admin agreements .
Committee Activity and Attendance Summary
| Metric | FY2023 | FY2024 |
|---|---|---|
| Board Meetings (count) | 8 | 9 |
| Audit Committee Meetings (count) | 8 | 8 |
| Nominating & Corporate Governance Meetings (count) | 3 | 2 |
| Compensation Committee Meetings (count) | 3 | 4 |
| Valuation Committee Meetings (count) | 8 | 8 |
| Hébert Attendance Status | ≥75% (met threshold) | ≥75% (met threshold) |
Fixed Compensation
- Structure (effective Oct 1, 2022): Independent Directors receive annual retainer $120,000; meeting fees $2,500 per regularly scheduled board meeting and $1,000 per special meeting; chair retainers: Audit $12,500; Valuation $7,500; Compensation and Nominating & Corporate Governance $2,500. No compensation paid to “interested” directors .
Director Fee Structure (Independent Directors)
| Component | Amount |
|---|---|
| Annual Retainer (Independent Directors) | $120,000 |
| Regular Board Meeting Fee | $2,500 per meeting |
| Special Board Meeting Fee | $1,000 per meeting |
| Audit Committee Chair Retainer | $12,500 |
| Valuation Committee Chair Retainer | $7,500 |
| Compensation Committee Chair Retainer | $2,500 |
| Nominating & Corporate Governance Chair Retainer | $2,500 |
Cash Compensation by Year (Company + Fund Complex)
| Year | Fees Paid in Cash from Company ($) | Other Compensation from Company ($) | Total from Company ($) | Fees Paid in Cash from Fund Complex ($) | Other Compensation from Fund Complex ($) | Total Fund Complex ($) |
|---|---|---|---|---|---|---|
| 2022 | $98,000 | — | — | $98,000 | — | $98,000 |
| 2023 | $129,000 | $0 | — | $129,000 | — | $129,000 |
| 2024 | $137,000 | — | — | $137,000 | — | $137,000 |
Performance Compensation
- NMFC states: “We do not maintain a stock or option plan, non-equity incentive plan or pension plan for our directors” . No RSUs/PSUs, options, bonuses, or performance metrics disclosed for directors.
Performance-linked Compensation Components (Directors)
| Component | Status |
|---|---|
| Stock Awards (RSUs/PSUs) | Not applicable—no director stock plan |
| Option Awards | Not applicable—no director option plan |
| Non-Equity Incentive/Bonus | Not applicable—no director incentive plan |
| Pension/SERP | Not applicable |
| Performance Metrics (TSR/EBITDA/ESG) | Not applicable |
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlock/Notes |
|---|---|---|---|
| New Mountain Private Credit Fund (BDC; “Newcred”) | Director (since 2024) | Not disclosed | Part of NMFC’s “Fund Complex” |
Expertise & Qualifications
- Investment banking and broker-dealer leadership (CEO roles at Vision One Partners and Bernstein Hébert; COO roles at Bernstein Equity Partners) .
- Audit Committee Financial Expert designation and independence under Rule 10A-3 .
- Compliance leadership as Chief Compliance Officer (Vision One Management Partners, LP) .
Equity Ownership
- Beneficial ownership in NMFC common stock: “—” for Hébert (none reported) in 2023, 2024, and 2025 proxy disclosures .
- Dollar range of NMFC equity: “—” (none) for Hébert; aggregate dollar range in Fund Complex: “—” (none) .
- Section 16(a) filings: Company states all Section 16(a) filing requirements were met in 2024 .
Beneficial Ownership Summary (Record Dates per Proxy)
| Item | 2023 (Record Date) | 2024 (Record Date) | 2025 (Record Date) |
|---|---|---|---|
| NMFC Shares Owned (number) | — (none) | — (none) | — (none) |
| Dollar Range of NMFC Equity | — (none) | — (none) | — (none) |
| Aggregate Dollar Range in Fund Complex | — (none) | — (none) | — (none) |
Governance Assessment
- Independence and committee effectiveness: Hébert is an Independent Director, serves on all four key committees (Audit, Compensation, Nominating & Corporate Governance, Valuation), and is designated an audit committee financial expert—supportive of board oversight quality .
- Attendance: Met the company’s ≥75% attendance threshold in 2023 and 2024, with robust committee meeting cadence (especially audit and valuation) .
- Ownership alignment: No disclosed NMFC share ownership—lower “skin-in-the-game” alignment compared to peers who show “Over $100,000” ranges; however NMFC does not grant equity to directors, and compensation is cash-only per policy .
- Interlocks and potential conflicts: Director of New Mountain Private Credit Fund (Newcred) within the NMFC “Fund Complex”; while NMFC affirms independence under the 1940 Act, cross-appointments within affiliated BDCs can create perception risks around related-party oversight and time allocation. Audit Committee actively oversees auditor independence and ICFR .
- Hedging policy: NMFC’s Code of Ethics does not expressly prohibit hedging transactions in NMFC stock, but imposes pre-clearance; permissive hedging frameworks are typically viewed as shareholder-unfriendly and may be noted as a governance nuance. No delinquent Section 16(a) filings reported for 2024 .
RED FLAGS
- No NMFC share ownership disclosed for Hébert across multiple years—potentially weaker direct alignment with stockholder outcomes (context: directors are not granted equity) .
- Hedging not expressly prohibited by policy (requires pre-clearance)—policy design could allow alignment-reducing strategies if holdings existed .
- Cross-directorship in the Fund Complex (Newcred) may raise related-party/oversight perception risks despite 1940 Act independence status .