Kathleen Griggs
About Kathleen M. Griggs
Kathleen M. Griggs (age 70) is an Independent Director of OFS Credit Company (OCCI), serving since 2018 with a current term expiring in 2027; she is the Lead Independent Director and chairs the Audit Committee, and is designated an “audit committee financial expert.” She is Managing Director of Griggs Consulting, LLC since 2014, and previously served as CFO of j2 Global, Inc. (2007–2014); she holds a B.S. in Business Administration (University of Redlands) and an MBA (University of Southern California). She is also noted as a Preferred Stock Director on the board’s roster.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Griggs Consulting, LLC | Managing Director | 2014–present | Advisory/consulting leadership |
| j2 Global, Inc. | Chief Financial Officer | 2007–2014 | Senior finance executive responsibilities |
| Chad Therapeutics, Inc. | Director; Audit Committee Chair; Governance Committee Member | 2001–2009 | Chaired audit; governance committee member |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Public company boards (current) | None | N/A | No current public company directorships |
| Chad Therapeutics, Inc. (prior) | Director; Audit Chair; Governance Committee | 2001–2009 | Chaired audit; governance committee service |
Board Governance
- Independence: The board determined Ms. Griggs is independent under Nasdaq rules and not an “interested person” under the 1940 Act.
- Committee assignments: Audit (Chair), Compensation, and Nominating & Corporate Governance; also serves as Lead Independent Director and is designated an audit committee financial expert.
- Attendance: The board met 5 times in FY 2024; each director attended at least 75% of aggregate board and committee meetings. Audit Committee held 9 meetings; Compensation Committee held 2; Nominating & Corporate Governance held 2.
- Lead Independent Director responsibilities include presiding over executive sessions, agenda setting with the Chair/CEO, liaison with management, and governance consultation; Ms. Griggs currently serves in this role.
- Board structure: Combined Chairman/CEO with an independent Lead Director; majority independent directors; committees composed entirely of independent directors.
- Preferred Stock Director: Ms. Griggs is designated as a Preferred Stock Director on the board’s roster.
Fixed Compensation
| Fiscal Year | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Total Compensation from OFS Credit ($) | Notes |
|---|---|---|---|---|
| FY 2024 | 66,250 | — | 66,250 | Annual retainer tiered by NAV: $50,000 at ≤$125m; $75,000 at >$125m; committee fee $10,000 for service on one or more committees; NAV exceeded $125m in Q4 FY2024, increasing the retainer tier. |
- Independent directors are reimbursed for reasonable out-of-pocket meeting expenses; D&O insurance is maintained.
Performance Compensation
- No stock awards, option grants, or performance-based compensation disclosed for Ms. Griggs in FY 2024.
- The proxy did not disclose director performance metrics (e.g., TSR, revenue/EBITDA goals) tied to director pay.
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None |
| Prior public company boards | Chad Therapeutics, Inc. (Director; Audit Chair; Governance Committee, 2001–2009) |
| Fund complex context | “Fund Complex” includes OCCI, OFS Capital, Hancock Park, and CIM RACR; relevant for compensation and ownership disclosures. |
Expertise & Qualifications
- Financial leadership: Former CFO of j2 Global, Inc.; designated “audit committee financial expert.”
- Governance: Prior Audit Chair and Governance Committee member at Chad Therapeutics, Inc.
- Education: B.S., University of Redlands; MBA, University of Southern California.
- Lead Independent Director experience with defined responsibilities in executive sessions, agenda-setting, and governance liaison.
Equity Ownership
| Holder | Common Shares Beneficially Owned | % of Common | Preferred Shares Beneficially Owned | Dollar Range (Common) | Dollar Range (Preferred) | Aggregate Dollar Range (Fund Complex) | Pledged Status |
|---|---|---|---|---|---|---|---|
| Kathleen M. Griggs | 2,958 | <1% | 0 | $10,001–$50,000 | None | $10,001–$50,000 | None of Ms. Griggs’ reported shares are pledged; company notes some other insider pledging unrelated to Ms. Griggs. |
- Ownership basis: Percentages calculated on 27,430,090 common and 4,636,000 preferred shares outstanding as of June 20, 2025.
- Hedging policy: Code of Ethics does not expressly prohibit hedging; derivative transactions require Chief Compliance Officer clearance.
Governance Assessment
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Strengths: Independent status; Lead Independent Director role with explicit oversight responsibilities; Audit Chair and audit committee financial expert designation; strong finance background; committee-only independent composition; solid attendance. These factors support board effectiveness and investor confidence.
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Compensation alignment: Cash-only director compensation with modest committee fee and tiered retainer linked to NAV; absence of equity awards may limit direct alignment but avoids over-incentivization risks.
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Ownership alignment: Personal ownership of 2,958 common shares, non-pledged; dollar range $10,001–$50,000 across fund complex; percentage <1% typical for BDC directors.
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Conflicts/related-party exposure: The company’s advisory fee structure with OFS Advisor (base and incentive fees) presents potential conflicts the Audit Committee oversees; not specific to Ms. Griggs but material to governance—Audit Committee reviews related-person transactions.
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Policies/RED FLAGS: Hedging is permitted with compliance clearance (not outright prohibited), which some investors view as a misalignment risk; however, no pledging by Ms. Griggs is disclosed. There are no disclosed related-party transactions involving Ms. Griggs, and directors attended ≥75% of meetings.
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Attendance at shareholder meetings: All directors attended the 2024 annual meeting; expected to attend 2025.