Theodore Schwartz
About Theodore Schwartz
Age 71; Class II director of OppFi Inc. since July 20, 2021. Co‑Founder of OppFi‑LLC, Founder & Managing Partner of Schwartz Capital Group, and Co‑Founder of Strand Equity Partners; previously Founder and Chairman of APAC Customer Services, Inc., which he took public in 1995 and fully exited by 2011. Not designated as NYSE‑independent; serves as a significant shareholder through affiliated entities. Father of CEO/Executive Chairman Todd G. Schwartz, per company disclosure of family relationships.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| APAC Customer Services, Inc. | Founder and Chairman | 1992–2011 | Founded the firm, led IPO (1995), sold remaining shares to J.P. Morgan (2011) |
| OppFi‑LLC | Co‑Founder; Board of Managers | 2012–Jul 2021 | Built business from growth stage through public listing |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Schwartz Capital Group | Founder and Managing Partner | Not disclosed | Direct equity investing; portfolio strategy engagement |
| Strand Equity Partners | Co‑Founder | Not disclosed | Consumer growth equity firm |
Board Governance
- Board/term structure: Staggered board; Theodore Schwartz is a Class II director with term expiring in 2026. Controlled company under NYSE rules; SCG Holders (affiliated with the Schwartz groups) control ~71.5% voting power and can nominate a majority of directors/committees while controlled. Lead Independent Director: Jocelyn Moore.
- Committee assignments: Audit Committee (Chair: Greg Zeeman; members: Zeeman, Moore, Favilla); Compensation Committee (Chair: David Vennettilli; members: Favilla, Zeeman, Vennettilli); Nominating & Corporate Governance (Chair: Todd Schwartz; members: Moore, Todd Schwartz, Vennettilli). Mr. Theodore Schwartz is not listed on any standing committees.
- Independence: Board determined independent directors are Christina Favilla, Jocelyn Moore, and Greg Zeeman (3 of 6); Mr. Theodore Schwartz is not classified as NYSE‑independent.
- Attendance: Board met 6 times in 2024; committees met Audit (5), Compensation (4), Nominating (1). All directors attended the 2024 annual meeting of stockholders. Individual per‑director meeting attendance rates not disclosed.
- Section 16 compliance: Company notes one late Form 4 filing in Nov 2024 for Mr. Theodore Schwartz for a June 2024 transaction.
Fixed Compensation (Director)
| Component (FY2024) | Amount (USD) | Notes |
|---|---|---|
| Annual Board Cash Retainer | $50,000 | Paid quarterly |
| Committee Membership Fees | $0 | No committee service disclosed for Mr. T. Schwartz |
| Committee Chair/Lead Director Fees | $0 | Not a chair; Lead Director fee applies to Ms. Moore |
| Total Cash | $50,000 | As reported in director comp table |
Performance Compensation (Director)
| Award Type | Grant Date | Grant‑Date Fair Value | Shares/Units | Vesting / Performance Metrics |
|---|---|---|---|---|
| RSU (Annual Equity Retainer) | Not disclosed | $150,000 | Not disclosed | Time‑vested only; vests in full at earlier of 1‑year anniversary or next annual meeting; no performance metrics |
OppFi’s Director Compensation Program grants a $150,000 annual RSU retainer plus cash retainers; director RSUs are time‑vested, not performance‑based. The Company indicates it is not currently granting new options to directors.
Other Directorships & Interlocks
| Company | Type | Role | Notes |
|---|---|---|---|
| None disclosed (public company boards) | — | — | No current public company directorships disclosed for Mr. T. Schwartz |
Expertise & Qualifications
- Founder/entrepreneur with track record of scaling businesses and taking a company public (APAC IPO 1995); deep consumer services and investing experience via Schwartz Capital Group and Strand Equity Partners.
Equity Ownership
| Holder/Vehicle | Security Type | Amount | Notes |
|---|---|---|---|
| LTHS Capital Group LP (indirect) | Class V Voting Stock (paired with OppFi Units) | 23,146,621 | Exchangeable for Class A or cash; corresponds to Retained OppFi Units |
| LTHS Revocable Trust (indirect) | Class V Voting Stock (paired with OppFi Units) | 629,632 | Exchangeable for Class A or cash |
| Theodore Schwartz | Class A Common Stock | 137,409 | Direct |
| Theodore Schwartz | RSUs vesting within 60 days of Record Date | 49,328 | Will settle into Class A upon vest |
| Total Beneficial Ownership | Common Stock (as defined) | 23,962,990 | 27.6% of outstanding common stock voting power |
Notes:
- Anti‑hedging policy prohibits directors from hedging OppFi securities; no disclosure of share pledging by Mr. T. Schwartz.
Governance Assessment
- Alignment: Very high “skin‑in‑the‑game” with 27.6% beneficial interest through LTHS entities plus direct holdings/RSUs; this can strongly align incentives with long‑term value creation.
- Independence/Control risk: OppFi is a controlled company (SCG Holders ~71.5% combined voting power), enabling nomination of a majority of directors and committee seats; the Board is not majority independent, and certain committees include non‑independent members (Compensation, Nominating). Mr. T. Schwartz is not independent. This structure can limit minority shareholder influence and oversight.
- Family relationship: CEO/Executive Chairman Todd G. Schwartz is Mr. Theodore Schwartz’s son—raising potential conflicts around board oversight and succession.
- Related‑party economics: A Tax Receivable Agreement (TRA) obligates OppFi to pay 90% of certain tax savings to Members (which include legacy owners). Liability was $26.5 million as of Dec 31, 2024; obligations may accelerate upon change of control. Mr. T. Schwartz, as a legacy Member via LTHS entities, is positioned to benefit—an important related‑party consideration for investors.
- Compliance/Process: One late Form 4 (June 2024 transaction reported in Nov 2024) for Mr. T. Schwartz; isolated but a process/compliance point to monitor.
- Mitigants: Independent Audit Committee with an audit committee financial expert; regular executive sessions led by the Lead Independent Director; full attendance at 2024 annual meeting.
RED FLAGS
- Controlled company with concentrated voting control and committee nomination rights by SCG Holders; Board not majority independent; Mr. T. Schwartz is non‑independent.
- Father‑son relationship between Mr. Theodore Schwartz and the CEO/Executive Chairman.
- TRA benefits to legacy owners (including entities associated with Mr. T. Schwartz) create perceived conflicts around capital allocation and change‑of‑control outcomes.
- Late Section 16 filing (Form 4) in 2024.