Tracey Benford
About Tracey Benford
Tracey Benford, age 56, has served as an independent director of P10, Inc. (PX) since April 2024 and was appointed Lead Independent Director in June 2024. She is a retired partner and advisory director of Goldman Sachs & Co., where she spent 25+ years and became a partner in 2010; she held senior leadership roles in the Global Markets Division and served on the firm’s Global Executive Committee for Global Markets and its Partnership Committee. She holds an MBA from Stanford Graduate School of Business and a BA (honors) in Mathematical Methods and Economics from Northwestern University. Committees: Compensation (Chair), Audit, and Nominating & Corporate Governance; the Board has also designated her an “audit committee financial expert.”
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Goldman Sachs & Co. | Partner; Advisory Director; senior leadership in Global Markets Division across Midwest, Canada and Southern Region | Partner since 2010; 25+ year career | Served on Global Executive Committee for Global Markets and Partnership Committee |
External Roles
| Organization | Role | Tenure |
|---|---|---|
| United States Olympic & Paralympic Foundation (USOPF) | Board member | Current (as of 2025 proxy) |
| Lincoln Park Zoo | Board member | Current |
| Team Impact | Board member | Current |
| Positive Coaching Alliance | Board member | Current |
| Uniting Voices of Chicago | Board member | Current |
| Stanford GSB | Advisory Council member | Current |
Board Governance
- Independence and leadership: The Board determined Ms. Benford is independent under NYSE rules; she has served as Lead Independent Director since June 2024, presiding over executive sessions of independent directors (held at least quarterly) and acting as liaison to the Chair. She is also designated an “audit committee financial expert.”
- Committee assignments and workload: She chairs the Compensation Committee and serves on the Audit and Nominating & Corporate Governance Committees. In 2024, the Audit Committee met 8 times; Compensation met 8 times; Nominating met 4 times.
- Attendance: The Board met 10 times in 2024. All current directors who served in 2024 attended at least 75% of Board and committee meetings, except Travis Barnes (70%); this implies Ms. Benford met the 75% attendance expectation.
- Controlled company context: PX is a “controlled company” but states it does not intend to rely on exemptions from majority-independent board or fully independent compensation/nomination processes.
- Compensation committee interlocks: No member of the Compensation Committee (including Ms. Benford) was an officer/employee of PX during 2024; no relationships requiring Item 404 disclosure (other than those already disclosed) and no cross-board executive interlocks were reported.
| Committee | Role | Members (2025 slate) | 2024 Meetings |
|---|---|---|---|
| Audit | Member | Robert Stewart (Chair); Travis Barnes; Tracey Benford; Jennifer Glassman | 8 |
| Compensation | Chair | Tracey Benford (Chair); Travis Barnes; Stephen Blewitt; Robert Stewart | 8 |
| Nominating & Corporate Governance | Member | Scott Gwilliam (Chair); Tracey Benford; Robert Stewart | 4 |
Fixed Compensation
| Director (FY2024) | Fees Earned in Cash | Stock Awards ($) | Total |
|---|---|---|---|
| Tracey Benford | $29,167 (additional Board services) | $225,000 (restricted stock granted 6/14/2024; 1-year vest) | $254,167 |
| 2025 Director Fee Structure | Amount |
|---|---|
| Annual fee (non-employee directors) | $185,000 |
| Committee Chair retainer (each chair) | +$15,000 |
| Lead Independent Director retainer | +$50,000 |
Notes:
- In 2024, the annual director fee was payable entirely in restricted stock; shares granted June 14, 2024 vest on the first anniversary of the grant.
Performance Compensation
- Director equity is time-based restricted stock; no director performance metrics (e.g., TSR, EBITDA, ESG scorecards) are disclosed for non-employee directors. The 2024 director equity grant vests solely on service.
| Performance Metric Tied to Director Pay | Disclosure |
|---|---|
| Performance-vesting conditions (PSUs) | None disclosed for non-employee directors |
| Options for directors | None disclosed for Ms. Benford |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Other public company boards | None disclosed for Ms. Benford in the proxy biographies reviewed |
| Compensation committee interlocks | None reported for the Compensation Committee in 2024 (no cross-committee/officer interlocks) |
Expertise & Qualifications
- Capital markets and risk: 25+ years at Goldman Sachs with senior leadership in Global Markets; designated as an Audit Committee Financial Expert, supporting financial reporting and risk oversight.
- Governance leadership: Lead Independent Director since June 2024, chairs independent executive sessions and sets agendas with committee chairs.
- Education: MBA (Stanford GSB) and BA with honors (Northwestern), aligning with finance and analytical oversight needs.
Equity Ownership
| Holder (Record date: Apr 14, 2025) | Class A Shares Beneficially Owned | Class B Shares | Combined Voting Power (A=1 vote; B=10 votes) | % Class A | % Class B | % Combined Votes |
|---|---|---|---|---|---|---|
| Tracey Benford | 27,848 | — | 27,848 | <1% | <1% | <1% |
Additional alignment and trading practices:
- Insider trading policy prohibits short-term trading, short sales, hedging, options transactions, margin trading and pledging—mitigating misalignment and collateral risks.
Insider filings/trades:
| Date | Filing/Event | Detail |
|---|---|---|
| July 10, 2024 | Late Form 4 filing | Reported grant of restricted stock; grants to directors were made on June 14, 2024 with 1-year vesting |
Governance Assessment
-
Positives
- Lead Independent Director and Compensation Chair provide meaningful independent counterweight to management; independent status affirmed; executive sessions held at least quarterly.
- Strong finance/risk credentials (Audit Committee Financial Expert) and extensive capital markets background enhance oversight of financial reporting, pay design, and risk.
- Attendance at or above 75% threshold; committee workloads are substantive (Audit 8; Compensation 8; Nominating 4 meetings in 2024).
- Director equity retainer (2024 all-equity) and prohibition on hedging/pledging support alignment with shareholders.
-
Watch items / potential risks
- Controlled company structure concentrates voting power; while PX states it does not intend to rely on controlled-company exemptions, this remains a standing governance consideration for minority holders.
- Modest direct ownership (<1%); while common for outside directors, ownership scale is limited relative to PX’s controlled structure.
- Administrative lapse: one late Form 4 for Ms. Benford in 2024 (filed July 10), a minor compliance signal to monitor.
- Personnel networks: overlapping Goldman Sachs backgrounds among leadership (e.g., CEO Sarsfield) may increase perceived cohesion; no related-party issues disclosed for Ms. Benford or Compensation Committee under Item 404.
-
Related-party safeguards
- Audit Committee oversees related-party transaction review/approval; policy framework detailed in proxy.
Notes
- Director stock ownership guidelines were not specified in the proxy sections reviewed; the company references corporate governance guidelines and code of ethics on its IR website.