Aaron Sobel
About Aaron Sobel
Aaron Sobel (age 38) has served on Rackspace Technology’s Board since November 2016. He is a Partner at Apollo Global Management (joined 2011) and previously worked in Goldman Sachs’ Investment Banking Department. He holds a BBA from the University of Michigan (highest honors) and has been recognized by Private Equity International’s “Future 40 Leaders: Dealmakers” (2023) and Variety’s “Top 500 Entertainment Business Leaders.”
Past Roles
| Organization | Role | Tenure | Committees / Impact |
|---|---|---|---|
| Goldman Sachs & Co. | Investment Banking Department (member) | Prior to 2011 | Transaction execution and advisory experience |
| Endemol Shine Group | Director (former) | Not disclosed | Media portfolio governance (former) |
| Terrier Gamut Holdings, Inc. | Director (former) | Not disclosed | Media distribution governance (former) |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Brightspeed | Director | Current | Telecom infrastructure portfolio company |
| Cox Media Group | Director | Current | Media portfolio company |
| 25Madison | Director | Current | Venture platform |
| Legendary Entertainment | Director | Current | Entertainment studio |
| Mount Sinai Surgery Advisory Board | Board Member | Current | Healthcare advisory role |
Board Governance
| Item | Detail |
|---|---|
| Board class/term | Class I; term expires 2027 |
| Independence | Not listed among independent directors; Apollo-affiliated Partner; company is a Nasdaq “controlled company” (Apollo ≥50% voting power) |
| Committee assignments | Chair, Nominating & Corporate Governance (effective Jan 15, 2025); Member, Compensation; Member, Executive |
| Attendance | Each incumbent director attended ≥75% of 2024 Board/committee meetings; Executive Committee did not meet in 2024 |
| Annual meeting attendance | All directors attended the 2024 Annual Meeting |
| Board leadership | Independent Chair: Jeffrey Benjamin (appointed Jan 15, 2025); Lead Director: Shashank Samant (appointed Nov 2022) |
| Executive sessions | Non-management directors meet in executive sessions regularly |
- Apollo nomination rights: Apollo may nominate directors proportional to ownership; Sobel is one of the Apollo Board Nominees (along with Benjamin, Garber, Mahidhar) .
- Apollo consent rights: While Apollo holds ≥33% of common stock, its consent is required for significant actions (e.g., large debt, issuances, M&A, CEO/CFO hires, etc.) .
- Controlled company exemptions: RXT uses Nasdaq controlled-company exemptions; Compensation and N&CG Committees may include non-independent directors .
Fixed Compensation (Director)
| Fiscal Year | Fees Earned or Paid in Cash | Stock Awards | Total |
|---|---|---|---|
| 2024 | $0 (Apollo-affiliated directors receive no additional fees) | $0 (Apollo-affiliated directors receive no additional equity) | $0 |
- Non-Employee Director Compensation Policy outlines cash retainers and RSU grants for non-employee directors; Apollo-affiliated directors (e.g., Sobel) do not receive director compensation .
Performance Compensation (Director)
- RXT’s director pay program consists of fixed cash retainers and annual RSU grants for non-employee directors; there are no performance-based director compensation metrics. As an Apollo-affiliated director, Sobel does not receive director cash or equity .
Other Directorships & Interlocks
| Company | Public/Private | Role | Notes |
|---|---|---|---|
| Brightspeed | Private | Director | Telecom infrastructure |
| Cox Media Group | Private | Director | Media |
| 25Madison | Private | Director | Venture platform |
| Legendary Entertainment | Private | Director | Entertainment |
| Mount Sinai Surgery Advisory Board | N/A | Board Member | Healthcare advisory |
- Compensation Committee interlocks: None disclosed among Compensation Committee members (including Sobel) in Fiscal 2024; no related officer-director cross-appointments reported .
Expertise & Qualifications
- Financial sponsor leadership and capital allocation: Partner at Apollo with extensive board experience across telecom, media, and technology, aligning to RXT’s transformation needs .
- Transactional expertise: Prior investment banking experience at Goldman Sachs .
- Governance leadership: Chair of RXT’s Nominating & Corporate Governance Committee, overseeing board composition and governance principles .
- Recognitions: PEI “Future 40 Leaders: Dealmakers” and Variety “Top 500 Entertainment Business Leaders” .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Aaron Sobel | 0 | <1% | Disclaims beneficial ownership of Apollo-held shares |
- Apollo beneficial ownership: ~54.6% voting power as of the 2025 proxy record date .
- Director stock ownership guidelines: Not applicable to directors who are employees of stockholders prior to IPO (e.g., Apollo-affiliated directors) .
- Hedging/pledging: Company policy prohibits hedging, short sales, and pledging/margin of company stock by directors .
Governance Assessment
Positives
- Clear governance role: Sobel chairs the N&CG Committee and serves on Compensation and Executive Committees, indicating high engagement and influence over board composition and pay governance .
- Attendance and engagement: Incumbent directors met ≥75% attendance in 2024; all directors attended the 2024 Annual Meeting, supporting baseline engagement .
- Independent leadership: Independent Chair appointed (Jeffrey Benjamin) in Jan 2025; Lead Director framework in place (Shashank Samant) .
- Pay risk controls: Clawback policy adopted; anti-hedging and anti-pledging policies in force .
- Related-party oversight: Written policy requires Audit Committee review/approval of related-person transactions; proxy indicates no related-person transactions >$120,000 in Fiscal 2024 aside from disclosed compensation .
Risks / RED FLAGS
- Controlled company concentrated influence: Apollo holds majority voting power, can approve director elections and Say-on-Pay, and maintains extensive consent rights over major corporate actions, elevating minority shareholder governance risk .
- Independence concerns: Sobel is Apollo-affiliated and not listed as an independent director; as Chair of N&CG and member of Compensation, he serves under controlled-company exemptions allowing non-independent committee composition .
- Ownership alignment: Sobel reports no direct beneficial ownership and is not subject to director ownership guidelines applicable to non-employee directors, potentially weakening personal alignment with minority shareholders (though Apollo’s majority stake aligns his sponsor affiliation with controlling shareholder outcomes) .
Contextual shareholder signals
- Say-on-Pay: 84.5% support at the 2024 Annual Meeting, indicating generally supportive shareholder sentiment on pay program design (control dynamics notwithstanding) .
Notes on potential conflicts and mitigants
- Apollo nomination and consent rights plus Sobel’s sponsor affiliation present inherent conflicts; mitigants include independent chairmanship, independent directors on the Audit Committee, and formal related-party review policies .