Jack Acosta
Rimini StreetAbout Jack L. Acosta
Jack L. Acosta, age 77, is Lead Independent Director (since August 2022) and Audit Committee Chair at Rimini Street (RMNI). He has served on RMNI’s board since 2013 (previously RSI’s board since 2013) and brings deep finance expertise from prior CFO roles at Sybase and Portal Software; he holds a B.S. in Industrial Relations and an M.S. in Management Sciences from California State University, East Bay, plus an Honorary Doctor of Humane Letters from the same institution . The board has determined Acosta is independent under Nasdaq and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Portal Software (acquired by Oracle) | CFO & VP Finance | Feb 1999 – Sep 2001 | Senior finance leadership; also Secretary Feb–Apr 1999 |
| Sybase (acquired by SAP) | EVP & CFO | Jul 1996 – Jan 1999 | Enterprise software finance leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Five9, Inc. (Nasdaq: FIVN) | Director | Current | Board service at cloud contact center software company |
| SumTotal Systems, Inc. | Director | Mar 2004 – Jul 2009 | Oversight at HR/Learning software provider |
| Various private companies | Director | Ongoing | Multiple board roles (unspecified) |
Board Governance
- Board leadership: Acosta serves as Lead Independent Director, liaising between independent directors and management, and scheduling/chairing executive sessions of independent directors .
- Committee assignments: Audit Committee Chair; Audit Committee members are Acosta (Chair), Capelli, Snyder; Acosta is designated an “audit committee financial expert” by the board .
- Independence: Board determined Acosta (and Capelli, Murray, Snyder) are independent; Ravin is not .
- Attendance: In 2024, the Board held 11 meetings; Audit 4; Compensation 6; Nominating 4; each director attended at least 75% of meetings of the Board and committees on which they served .
- Classified board: Acosta is the sole Class I director (term through 2027) .
- Governance policies: Hedging and pledging by directors prohibited under Insider Trading Policy ; outside board “overboarding” limits in Corporate Governance Guidelines .
- Special Committee: In 2024, the Board appointed a Special Committee of independent directors; Acosta served as Chair with additional monthly retainers .
Fixed Compensation
| Component (2024) | Amount (USD) | Notes |
|---|---|---|
| Board Annual Retainer | $40,000 | Standard non-employee director retainer |
| Lead Independent Director Retainer | $20,000 | Additional annual retainer for Lead Independent Director |
| Audit Committee Chair Retainer | $20,000 | Additional annual retainer for Audit Chair |
| Special Committee Chair Retainers | $154,667 | $20,000 per month, pro-rated; paid QTD in arrears |
| Total Cash Fees | $234,667 | Sum of above |
| Equity (RSUs) | $179,998 | Annual director RSU grant (65,335 RSUs) on Jun 6, 2024; 100% vest Jun 5, 2025 |
| Options | $0 | No director option awards in 2024 |
| Total Director Compensation | $414,665 | Cash + equity |
Performance Compensation
| Equity Award | Grant Date | Shares/Units | Fair Value (USD) | Vesting | Performance Metrics |
|---|---|---|---|---|---|
| Annual Director RSUs | Jun 6, 2024 | 65,335 | $179,998 | 100% on Jun 5, 2025 (service-based) | None disclosed for director RSUs (time-based only) |
RMNI’s director program uses time-based RSUs; no director performance metrics (e.g., revenue/EBITDA) are disclosed for director equity grants .
Other Directorships & Interlocks
- Current public company board: Five9, Inc. .
- Prior public company board: SumTotal Systems .
- Largest shareholder context: Entities affiliated with Adams Street Partners (ASP), represented on RMNI’s board by Robin Murray, beneficially own ~26.0% of common stock; Acosta has no disclosed affiliation with ASP .
- No related-party transactions disclosed involving Acosta; related-party items in the proxy do not involve him .
Expertise & Qualifications
- Finance and audit expertise from CFO roles at Sybase and Portal Software; designated “audit committee financial expert” by RMNI’s board .
- Extensive enterprise software industry experience and public company board service .
Equity Ownership
| Category | Shares | Notes |
|---|---|---|
| Common shares owned | 208,659 | Direct ownership |
| Options exercisable ≤60 days | 17,655 | Director option holdings exercisable within 60 days |
| RSUs vesting ≤60 days | 65,335 | Director RSUs vesting within 60 days of record date |
| Total beneficial ownership | 291,649 | As defined by SEC rules |
| Ownership as % of shares outstanding | <1% | Based on 91,773,231 shares outstanding |
| Hedging/Pledging | Prohibited | Directors barred from hedging/pledging company securities |
Governance Assessment
- Strengths: Independent lead director; audit chair with “financial expert” designation; regular executive sessions; attendance ≥75%; robust audit oversight and pre-approval policy; prohibition on hedging/pledging; director compensation reviewed against peers by independent consultant .
- Alignment: Meaningful share/option/RSU holdings; director RSUs create long-term alignment; no related-party transactions involving Acosta .
- Signals: 2024 say-on-pay support was 93.8%, indicating broad investor confidence in RMNI’s compensation governance (board oversight via Compensation Committee) .
- Watch items: Elevated 2024 cash fees from Special Committee chair role reflect added workload; ensure continuing independence and workload balance relative to outside boards per Corporate Governance Guidelines .
No conflicts, loans, pledging, or related-party transactions involving Jack Acosta are disclosed; independence affirmed by the board .