Hocheol Shin
About Hocheol Shin
Hocheol Shin is an independent director of Siebert Financial Corp. (SIEB) who joined the Board on May 24, 2023; he is 48 years old in the company’s 2025 proxy, with a background spanning technology strategy, investments, and engineering . He is President of Kakaopay Securities Corporation and previously served as head of Kakaopay’s Payment Business Group and Corporate Development Office, Vice President at Kakao Corp., Director and Head of Open Innovation at Samsung Electronics, and Engagement Manager at McKinsey & Company . Mr. Shin holds a B.S. in Electrical Engineering from Seoul National University and a Ph.D. in Electrical Engineering from Stanford University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Kakao Corp. | Vice President | — | Leadership in technology and corporate development |
| Samsung Electronics | Director & Head of Open Innovation | — | Open innovation leadership; technology partnership agenda |
| McKinsey & Company | Engagement Manager | — | Strategy consulting, client delivery leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Kakaopay Securities Corporation | President | Current | Executive role at affiliated entity to Kakaopay; cited as Mr. Shin’s current primary position |
| Other public company boards | None disclosed | — | No other public-company directorships disclosed in SIEB proxy biography |
Board Governance
- Independence: The Board determined all directors except Gloria Gebbia, John J. Gebbia, and Andrew H. Reich are independent under Nasdaq and SEC Rules; Mr. Shin is not listed among exceptions, indicating independence status .
- Attendance: The Board held 14 special meetings in 2024; each incumbent director attended at least 75% of Board meetings and all of his/her committee meetings (company-level disclosure) .
- Committee structure and composition:
- Audit Committee: Jerry M. Schneider (Chair), Charles A. Zabatta, Francis V. Cuttita; nine meetings in 2024. If elected, Lewis W. Solimene will replace Schneider as Chair and is deemed an audit committee financial expert .
- Compensation Committee: Charles A. Zabatta and Francis V. Cuttita; one meeting in 2024; charter available on company website .
- Nominating function: No standing nominating committee; independent directors (majority) select/recommend nominees per Nasdaq Rule 5605(e)(1)(A) .
- Director nomination and tenure: Mr. Shin has served since 2023 and is among seven nominees for election in 2025 .
Committee Assignments (Director-specific)
| Committee | Membership Status for H. Shin | Source Evidence |
|---|---|---|
| Audit | Not listed among members | Audit Committee members named: Schneider (Chair), Zabatta, Cuttita; Solimene designated as incoming Chair if elected |
| Compensation | Not listed among members | Compensation Committee members named: Zabatta, Cuttita |
| Nominating (Board-level) | No standing committee | Role performed by independent directors; no separate committee assignments |
Fixed Compensation
| Year | Fees Earned or Paid in Cash | Stock Awards | Option Awards | Non-Equity Incentive | Nonqualified Deferred Comp | All Other Comp | Total |
|---|---|---|---|---|---|---|---|
| 2024 | $— | — | — | — | — | $— | $— |
The director compensation table for 2024 shows no cash or equity compensation for Hocheol Shin; other directors received quarterly cash retainers .
Performance Compensation
| Item | Details |
|---|---|
| Equity grants (RSUs/PSUs) | None disclosed for Mr. Shin in 2024 |
| Options | None disclosed for Mr. Shin in 2024 |
| Performance metrics tied to director pay | None disclosed for directors; Compensation Committee uses discretionary approach for executives and oversees equity plan governance |
| Plan governance features | 2021 Equity Incentive Plan prohibits repricing without shareholder approval; no dividends on unearned awards |
Other Directorships & Interlocks
| Relationship | Type | Details | Potential Impact |
|---|---|---|---|
| Kakaopay Stockholders’ Agreement (Dec 19, 2023) | Designated director | Mr. Shin designated by Kakaopay as director-nominee per amended and restated Stockholders’ Agreement with SIEB and Gebbia Stockholders | Affiliation with 20% shareholder; alignment and influence considerations |
| MSCO–Kakao Pay Securities services | Commercial relationship | MSCO provides an omnibus trading account and trade execution services to Kakao Pay Securities Corp., subject to U.S. rules | Related-party exposure; oversight via Audit Committee charter on related-party transactions |
Expertise & Qualifications
- Technical and strategic expertise across payments, open innovation, and corporate development; senior roles at Kakaopay, Kakao Corp., Samsung Electronics, and McKinsey & Company .
- Education: B.S. Electrical Engineering (Seoul National University), Ph.D. Electrical Engineering (Stanford University) .
Equity Ownership
| Metric | Feb 9, 2024 | Sep 6, 2024 | Sep 19, 2025 |
|---|---|---|---|
| Shares beneficially owned | — | — | — |
| Percent of class | * (less than 1%) | * (less than 1%) | * (less than 1%) |
| Notable shareholder affiliation | Kakaopay: 8,075,607 shares (20%) | Kakaopay: 8,075,607 shares (20%) | Kakaopay: 8,075,607 shares (20%) |
| Designation source | Designated by Kakaopay per Stockholders’ Agreement | Designated by Kakaopay per Stockholders’ Agreement | Designated by Kakaopay per Stockholders’ Agreement |
Insider Filings and Trades
| Filing/Transaction | Date | Detail | Notes |
|---|---|---|---|
| Form 3 (Initial Statement of Beneficial Ownership) | June 16, 2023 | Filed 13 days late following appointment on May 24, 2023 | Company disclosed delinquency due to inadvertent mistake |
| Form 4 (Changes in Beneficial Ownership) | — | Not disclosed in proxy for Mr. Shin | Proxy does not list Form 4 transactions for Mr. Shin; beneficial ownership shown as “—” at multiple dates |
Governance Assessment
- Board independence and oversight: Mr. Shin is considered independent under Nasdaq and SEC rules; the Board reports majority independence and formal charters for Audit and Compensation Committees .
- Attendance and engagement: Company-level disclosure indicates each incumbent director met at least 75% Board attendance and all committee meetings in 2024; Board held 14 special meetings, indicating active oversight cadence .
- Compensation alignment: No director fees or equity awards were reported for Mr. Shin in 2024, contrasting with paid cash retainers for other directors; this may reflect his designation by a significant shareholder rather than company-paid compensation, but the proxy provides no explicit rationale .
- Equity “skin-in-the-game”: Mr. Shin reported no beneficial ownership at three disclosure dates, implying limited direct alignment via shareholding; Kakaopay, the entity designating him, owns 20% of SIEB, which introduces an alternative alignment vector through sponsor representation .
- Related-party and conflict risk: MSCO’s omnibus account and execution services to Kakao Pay Securities and Mr. Shin’s designation by Kakaopay create related-party exposure requiring robust Audit Committee review; the company states the Audit Committee reviews and approves related-party transactions per charter .
- Plan governance: Equity plan contains governance guards (no repricing without shareholder approval; no dividends on unearned awards), supporting compensation discipline .
RED FLAGS
- Designation by a 20% shareholder (Kakaopay) and parallel MSCO services relationship to Kakao Pay Securities elevate interlock/related-party conflict risk; monitoring of recusal and Audit Committee review is critical .
- Late Section 16 Form 3 filing in June 2023, albeit disclosed as inadvertent, is a minor compliance lapse to monitor .
- No disclosed personal share ownership may weaken direct pay-for-performance alignment for Mr. Shin, though sponsor alignment via Kakaopay is significant .