Jonathan Ledecky
About Jonathan J. Ledecky
Jonathan J. Ledecky, 66, is an independent Class C director of Spruce Power (SPRU), serving on the Board since the company’s inception; he was Chair and CEO until December 2020. He is an acquisitions-focused investor and executive, co-owner of the NHL’s New York Islanders, and leads Ironbound Partners Fund; his current SPRU board term runs through the 2026 annual meeting, and he is deemed independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Spruce Power Holding Corp. | Chairman & CEO (prior); Director (current) | Chair/CEO: inception–Dec 2020; Director: since inception | Long history of acquisitions; provides “dynamic voice” on emerging opportunities . |
| Newtown Lane Marketing → AppGate, Inc. | President, CFO & Director (Newtown Lane); Director (AppGate) | Oct 2015–Oct 2021 (merger to AppGate); AppGate director until Jul 2024 | Led SPAC-like merger; cybersecurity sector exposure . |
| Northern Star Acquisition Corp. → BARK, Inc. | President, COO & Director (Northern Star); Director (Bark) | Sep 2020–Jun 2021; Bark director Jun 2021–Nov 2022 | Took Bark public (NYSE: BARK) . |
| Northern Star Investment Corp. II/III/IV | President, COO & Director | Nov 2020–Dec 2024 | SPACs dissolved without a business combination . |
| Pivotal Investment Corporation III | Chairman of the Board | Oct 2020–Dec 2023 | SPAC dissolved without a business combination . |
| Pivotal Acquisition Corp. → KLDiscovery Inc. | Chairman & CEO (Pivotal); Director (KLDiscovery) | Aug 2018–Dec 2019 (business combination); KLDiscovery director until Jun 2021 | Executed business combination with KLDiscovery . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| New York Islanders / NHL Board of Governors | Co-owner; Alternate Governor | Since Oct 2014 | Professional sports governance role . |
| NY Hockey Holdings LLC | President | Ongoing | Ownership vehicle leadership . |
| Ironbound Partners Fund, LLC | Chairman | Since Mar 1999 | Private investment fund; holds SPRU warrants (affiliate) . |
| Yale Transaction Finders Inc. | CEO & CFO | Since Mar 2022 | Transaction-focused firm . |
Board Governance
- Independence and leadership: Ledecky is independent; Board has an independent Lead Director (John P. Miller). Non-management directors meet in executive session several times per year; all non-management directors are independent under NYSE guidelines .
- Committees and roles:
- Audit Committee: Member (Chair: John P. Miller; Miller is the Audit Committee financial expert). Audit met 6 times in FY 2024 .
- Nominating & Corporate Governance Committee: Member (Chair: John P. Miller). Committee met 5 times in FY 2024 .
- Compensation Committee: Not a member (members: Kevin Griffin—Chair, Clara N. McBane, Ja-chin Audrey Lee). Committee met 5 times in FY 2024 .
- Attendance: In FY 2024, the Board held 10 meetings; each then-current director attended over 75% of Board and applicable committee meetings .
Fixed Compensation
| 2024 Director Compensation – Jonathan J. Ledecky | Amount (USD) |
|---|---|
| Cash fees earned/paid | $63,750 |
| Stock awards (RSUs, grant-date fair value) | $150,002 |
| Total | $213,752 |
| Non-Employee Director Compensation Policy (FY 2024) | Amount (USD) | Vest/Notes |
|---|---|---|
| Annual cash retainer (Director) | $50,000 | Quarterly, in arrears |
| Committee member retainers | Audit: $10,000; Compensation: $7,500; Nominating: $5,000 | Quarterly, in arrears |
| Committee chair retainers | Audit Chair: $20,000; Compensation Chair: $15,000; Nominating Chair: $10,000 | Quarterly, in arrears |
| Annual equity award (RSUs) | $150,000 | Vests in full on first anniversary |
| Chair of Board additional equity | $25,000 | Vests in full on first anniversary |
| Initial equity (new directors) | 150% of annual equity | Vests over 3 years (equal installments) |
Notes:
- As of 12/31/2024, Ledecky held 48,232 unvested RSUs and 2,414 vested options, consistent with ongoing director equity participation .
Performance Compensation
Directors receive time-based RSUs; there are no disclosed performance metrics (e.g., revenue/EBITDA/TSR hurdles) for director equity. Awards vest on the first anniversary of grant.
| 2024 RSU Grant – Jonathan J. Ledecky | Detail |
|---|---|
| Grant date | August 12, 2024 |
| Grant-date fair value | $150,002 |
| Vesting schedule | 100% on first anniversary (Aug 12, 2025) per policy |
| Unvested RSUs at 12/31/2024 | 48,232 |
Other Directorships & Interlocks
| Company | Role | Status/Timing | Interlock/Notes |
|---|---|---|---|
| AppGate, Inc. | Director | Until Jul 2024 | Cybersecurity; prior SPAC-related path . |
| Bark, Inc. (NYSE: BARK) | Director | Jun 2021–Nov 2022 | Consumer/dog products; not energy sector-related . |
| KLDiscovery Inc. | Director | Until Jun 2021 | eDiscovery/data recovery . |
| SPACs: Northern Star II/III/IV; Pivotal III | President/COO/Director; Chairman | 2020–2024; 2020–2023 | Dissolved without completing business combinations . |
No current public company directorships are disclosed for Ledecky as of the 2025 proxy beyond SPRU .
Expertise & Qualifications
- Acquisitions and market entry: Board cites Ledecky’s “lengthy history of acquisitions” and knowledge of emerging opportunities as beneficial to deliberations .
- Financial literacy: Audit Committee comprised of financially literate, independent members; Audit Committee financial expert designation is held by John P. Miller, not Ledecky .
Equity Ownership
| Beneficial Ownership (as of May 13, 2025, unless noted) | Amount | Notes |
|---|---|---|
| Total shares beneficially owned | 642,586 (3.6%) | |
| Shares held of record | 47,464 | |
| Options to purchase | 2,414 shares (vested) | |
| Warrants via Ironbound Partners Fund, LLC (affiliate) | 328,125 shares and 264,583 shares issuable upon exercise; Ledecky disclaims beneficial ownership except to extent of pecuniary interest | |
| Unvested RSUs (as of 12/31/2024) | 48,232 | |
| Pledging/hedging | Company policy prohibits pledging and hedging by directors and employees . |
Reference point: Ownership was 642,586 (3.5%) as of March 11, 2025 in the 10-K; methodology and minor denominator differences explain the percentage variance .
Governance Assessment
-
Strengths
- Independence and engagement: Independent director serving on two key committees (Audit; Nominating). Board and committees are fully independent; all directors met the ≥75% attendance threshold; Audit met 6x; Nominating 5x in FY 2024 .
- Alignment via equity: Standardized RSU grants vesting after one year; Ledecky held unvested RSUs, and his total 2024 director pay showed a sizable equity component ($150,002 of $213,752) .
- Risk controls: Insider trading policy bans pledging/hedging; independent leadership with a Lead Director overseeing executive sessions .
-
Watch items / potential red flags
- Affiliate holdings: Significant indirect exposure via Ironbound Partners Fund warrants; while not a related-party transaction, it concentrates influence and could raise perceived conflict questions if the fund engaged with the Company—though SPRU disclosed no related person transactions for FY 2024 .
- Compliance lapse: Reported one late Form 4 transaction in FY 2024 (also multiple contemporaneous late filings by others), indicating a minor Section 16 compliance miss .
- Track record optics: Multiple SPAC vehicles (Northern Star II/III/IV; Pivotal III) dissolved without consummating business combinations—this may be viewed cautiously by some investors evaluating execution history, even as other vehicles completed deals (Bark; KLDiscovery) .
-
Compensation structure (director):
- Cash vs. equity mix is balanced but primarily time-based; no director performance metrics or PSU structures are disclosed—this is typical but provides limited direct performance linkage at the director level .
-
Independence confirmation:
- Board determined Ledecky to be independent under NYSE standards (most recent 10-K and proxy) .
Overall: Ledecky brings substantial transaction experience and ownership alignment through equity, with solid committee participation. Key monitoring areas are affiliate warrant exposure (perception risk; no related transactions disclosed) and Section 16 timeliness, alongside mixed optics from SPAC outcomes .