Leonard Potter
SURO CAPITALAbout Leonard A. Potter
Leonard A. Potter is SuRo Capital’s lead independent director (since December 2020) and has served on the Board since 2011. He is the founder, president, and CIO of Wildcat Capital Management (since September 2011) and a founder and senior managing director of Vida Ventures I & II (since 2017). Previously he held senior private equity roles at Soros Fund Management (2002–2009; co-head of private equity 2005–2009), served as CIO of Salt Creek Hospitality (2009–2011), and earlier was a managing director at Alpine Consolidated (1998–2002) and Capstone Partners (1996–1998); he began his career as a corporate lawyer at Morgan, Lewis & Bockius and Willkie Farr & Gallagher. He holds a BA from Brandeis University and a JD from Fordham University School of Law; the Board has designated him an “audit committee financial expert.”
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Soros Fund Management LLC | Managing Director – Private Equity; Co‑Head Private Equity; Private Equity Investment Committee member | 2002–2009; co‑head 2005–2009 | Senior PE leadership and investment committee responsibilities |
| Salt Creek Hospitality (SFM‑backed) | Chief Investment Officer | 2009–2011 | Oversight of hospitality asset acquisitions |
| Alpine Consolidated LLC | Managing Director | 1998–2002 | Private merchant banking leadership |
| Capstone Partners LLC | Founder and Managing Director | 1996–1998 | Founded merchant bank; M&A and finance |
| Morgan, Lewis & Bockius LLP; Willkie Farr & Gallagher LLP | Attorney (M&A, corporate governance, corporate finance) | Prior to 1996 | Corporate law experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Wildcat Capital Management, LLC | Founder, President & CIO | Since Sep 2011 | Registered investment adviser |
| Vida Ventures I & II | Founder & Senior Managing Director | Since 2017 | Biotech venture funds |
| Hilton Grand Vacations Inc. (NYSE: HGV) | Chairman of the Board | Since Jan 2017 | Current public company chair role |
| SLR Investment Corp. (NASDAQ: SLRC) | Director | Current | BDC director |
| SLR Private Credit BDC LLC | Director | Current | BDC director |
| SLR HC BDC LLC | Director | Current | BDC director |
| SLR Senior Capital Ltd. (NASDAQ: SUNS) | Director | 2009–2022 | Former BDC director |
Board Governance
- Independence: The Board determined Mr. Potter is independent and not an “interested person” under Section 2(a)(19) of the 1940 Act, consistent with Nasdaq rules.
- Lead Independent Director: Appointed Lead Independent Director; presides over executive sessions and serves as a key conduit between management and independent directors.
- Attendance: In 2024, all incumbent directors attended at least 75% of Board and committee meetings and attended the annual meeting.
- Meetings held (FY 2024): Board (6), Audit (6), Nominating & Corporate Governance (1), Valuation (7), Compensation (6).
| Committee | Membership | Chair | Notes |
|---|---|---|---|
| Audit Committee | Member | No | Board designated Mr. Potter an “audit committee financial expert” per Item 407 of Regulation S‑K |
| Nominating & Corporate Governance Committee | Member | No | Committee responsibilities include director nominations and governance principles |
| Valuation Committee | Member | Yes | Chair of Valuation Committee; uses third‑party valuation firms for non‑traded holdings |
| Compensation Committee | Member | No | Independent committee; authority over exec/director comp; can engage consultants |
Fixed Compensation
| Metric | FY 2024 |
|---|---|
| Fees Earned or Paid in Cash | $135,000 |
| Stock Awards (grant date fair value) | $50,000 |
| Total Director Compensation | $185,000 |
| Fee Schedule Component | FY 2024 |
|---|---|
| Annual Independent Director Cash Fee | $100,000 |
| Lead Independent Director Annual Cash Fee | $20,000 |
| Committee Chair Fees (Audit) | $20,000 |
| Committee Chair Fees (Other Committees, e.g., Valuation) | $15,000 |
| Meeting Fees | None; reimbursement of reasonable out‑of‑pocket expenses only |
Performance Compensation
| Equity Award Detail | FY 2024 |
|---|---|
| Restricted Shares Granted | 12,048 shares (granted June 5, 2024) |
| Grant‑Date Fair Value | $50,000 (based on Nasdaq closing price at grant) |
| Vesting Schedule | Vests in full on earlier of the one‑year anniversary or the date of the next annual meeting |
| Status at 12/31/2024 | Unvested and outstanding |
| Performance Metrics | None disclosed for director equity; time‑based vesting only |
Other Directorships & Interlocks
- Current public boards: Hilton Grand Vacations (Chair), SLR Investment Corp, SLR Private Credit BDC LLC, SLR HC BDC LLC.
- Prior public board: SLR Senior Capital Ltd (2009–2022).
- Compensation Committee interlocks: None; no member was an officer/employee and no Item 407(e) interlocks existed in 2024.
Expertise & Qualifications
- Corporate law background (M&A, governance, finance) and PE investing leadership, providing regulatory and risk management insight.
- Board‑designated “audit committee financial expert.”
- Extensive board leadership including chair roles at a public company and valuation oversight within a BDC.
Equity Ownership
| Metric | FY 2024 |
|---|---|
| Dollar Range of Equity Securities Beneficially Owned (Record Date) | Over $100,000 (based on $5.00/share at Record Date) |
| Director RS Grants Outstanding (12/31/2024) | 12,048 restricted shares, unvested |
- Insider trading policy prohibits short‑term trading, short sales, speculative derivatives, and hedging/monetization transactions unless pre‑approved by the Chief Compliance Officer; pledging is prohibited except certain non‑margin loans with pre‑approval and demonstrated repayment capacity.
- Section 16(a) compliance: Based on review, directors and officers complied with filing requirements for FY 2024.
Governance Assessment
- Strengths: Independent status and Lead Independent Director role, plus Board designation as audit committee financial expert, support robust oversight; attendance and meeting cadence indicate engaged governance.
- Valuation oversight: As Valuation Committee Chair in a BDC, Potter oversees fair value determinations supported by third‑party valuation firms—key for investor confidence in NAV integrity.
- Alignment: Director pay combines cash with annual restricted shares; Potter’s FY 2024 compensation mix ($135k cash, $50k equity) and standard $50k RS grant structure align director incentives with shareholders.
- Conflicts: Proxy discloses no compensation committee interlocks or relationships requiring Item 404 disclosure in 2024, reducing perceived conflicts.
- Risk controls: Anti‑hedging/pledging policy and Section 16 compliance disclosures are positive governance signals.
RED FLAGS
- None disclosed specific to Mr. Potter in the proxy: no Item 404 related‑party transactions, no compensation committee interlocks, and satisfactory attendance reported.