Marc Mazur
About Marc Mazur
Marc Mazur, 65, has been an independent director of SuRo Capital (SSSS) since March 2017 and currently chairs the Audit Committee while serving on the Compensation, Nominating & Corporate Governance, and Valuation Committees. He brings senior executive experience in finance and healthcare, including CEO of Brevan Howard U.S. Asset Management, advisory roles at Brightwood Capital, and prior leadership at Goldman Sachs and Salomon Brothers; he holds a B.A. in Political Science from Columbia University and a J.D. from Villanova University School of Law .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Brevan Howard U.S. Asset Management | Chief Executive Officer; later Senior Advisor | through 2010 | Led U.S. business for global macro hedge fund |
| The Goldman Sachs Group, Inc. | Management roles; Consultant | 1987–1996; consultant 1997–1999 | Capital markets and advisory experience |
| Salomon Brothers, Inc. | Management roles | Not specified | Fixed-income/investment banking background |
| Tsinghua Venture Capital Company | Senior Advisor | Not specified | Venture advisory |
| Careinsite/Medical Manager | Executive | Not specified | Healthtech operating experience |
| Private companies (Staywell Health, DeVilbiss Healthcare, ChanceLight Behavioral Health, others) | Director | Not specified | Governance oversight in wellness/medical devices |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| American Addiction Centers | Director | Aug 2024–present | Healthcare services board appointment |
| Celularity Inc. (NASDAQ: CELU) | Director | Jul 2021–Jul 2024 | De-SPAC successor to GX Acquisition Corp |
| GX Acquisition Corp | Director | May 2019–Jul 2021 | SPAC board (predecessor to Celularity) |
| GX Acquisition Corp II | Director | Feb 2021–Mar 2023 | SPAC board |
| Fibrocell Science, Inc. (NASDAQ: FCSC) | Director | Apr 2010–Dec 2019 | Cell/gene therapy board service |
| Brightwood Capital Advisors, LLC | Industry Advisor | 2014–present | Private debt advisor role |
Board Governance
- Independence and roles: The Board has determined Mazur is independent under Nasdaq and not an “interested person” under the 1940 Act; he chairs the Audit Committee and sits on Compensation, Nominating & Corporate Governance, and Valuation Committees .
- Attendance and engagement: In 2024 the Board met 6 times; Audit 6, Nominating & Corporate Governance 1, Valuation 7, Compensation 6. All incumbent directors attended at least 75% of aggregate Board/committee meetings; all directors attended the 2024 annual meeting .
- Election/tenure: Director since 2017; nominated in 2025 to continue for a three-year term expiring in 2028, continuing as Audit Chair if elected .
- Board structure: Lead Independent Director is Leonard A. Potter; independent directors meet in executive sessions; committees are comprised solely of independent directors .
Fixed Compensation (Director)
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer (independent directors) | $100,000 | Standard fee |
| Audit Committee Chair fee | $20,000 | Paid to Audit Chair (Mazur) |
| Total Cash Fees (Mazur) | $120,000 | As reported for 2024 |
| Meeting fees | $0 | No separate meeting fees (expense reimbursement only) |
| Expense reimbursement | Reasonable out-of-pocket | In-person Board/committee meetings |
2024 Director Compensation table: Mazur received $120,000 cash and $50,000 stock awards, total $170,000 .
Performance Compensation (Director Equity)
- Program design: Each independent director annually receives restricted shares valued at $50,000 on the annual meeting date; awards vest upon the earlier of the one-year anniversary or the next annual meeting, subject to continuous service .
- Plan terms: Non-employee director equity awards are time-vesting (not performance-based); individual cap 2.5% of outstanding shares per calendar year; overall plan share reserve 10% upon effectiveness of the Second Amended Equity Incentive Plan . Administration and anti-repricing protections are as described in the plan .
| Grant Date | Award Type | Shares Granted | Vesting | Grant Value |
|---|---|---|---|---|
| May 31, 2023 | Restricted Common Stock (Director annual award) | 15,015 | Time-based per plan | $50,000 equivalent (share count per grant date price) [Read: 2023 Form 4 URL below] |
| Jun 5, 2024 | Restricted Common Stock (Director annual award) | 12,048 | Vests on earlier of 1-year anniversary or 2025 annual meeting; unvested at 12/31/2024 | $50,000 grant-date fair value |
| May 28, 2025 | Restricted Common Stock (Director annual award) | 7,812 | Time-based per plan | $50,000 equivalent (share count per grant date price) [Form 4 URL below] |
Other Directorships & Interlocks
| Company | Current? | Potential Interlock/Conflict |
|---|---|---|
| American Addiction Centers | Yes | No SSSS-related related-party transactions disclosed; Board maintains related-party screening and 1940 Act compliance . |
| Celularity Inc. | No (ended 2024) | None disclosed with SSSS . |
| GX Acquisition Corp; GX Acquisition Corp II | No | None disclosed with SSSS . |
| Fibrocell Science, Inc. | No | None disclosed with SSSS . |
- Compensation Committee interlocks: None existed in 2024; all Compensation Committee members (including Mazur) were independent; no Item 404 related relationships for committee members .
Expertise & Qualifications
- Financial and audit oversight: Audit Committee Chair; Board determined an “audit committee financial expert” on the committee (Potter), with Mazur meeting Exchange Act Rule 10A-3 independence and experience requirements .
- Investment/financial markets: Former CEO of Brevan Howard U.S. Asset Management; prior roles at Goldman Sachs and Salomon Brothers .
- Healthcare and strategy: Executive/governance roles in health and medical device companies; advisor to Brightwood Capital .
- Education: B.A. Columbia University; J.D. Villanova University School of Law .
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership (Apr 1, 2025 Record Date) | 57,602 shares; less than 1% of class (“*”) |
| Shares outstanding basis | 23,551,859 shares outstanding (as of Apr 1, 2025) |
| Unvested restricted shares included | 12,048 (2024 director grant; vests by May 28, 2025) |
| Implied vested portion (derived) | 45,554 shares (57,602 total − 12,048 unvested) |
| Dollar range of equity owned | Over $100,000 |
| Pledging/Hedging | Company policy prohibits hedging and pledging absent pre-approval; no pledging disclosed for Mazur |
Insider Trades (Form 4 – Most Recent)
| Transaction Date | Filing Date | Type | Shares Acquired/(Disposed) | Post-Transaction Holdings | Security | Link |
|---|---|---|---|---|---|---|
| 2025-05-28 | 2025-05-30 | A – Award (Director RS grant) | +7,812 | 65,414 | Common Stock | https://www.sec.gov/Archives/edgar/data/1509470/000110465925055012/0001104659-25-055012-index.htm |
| 2024-06-05 | 2024-06-07 | A – Award (Director RS grant) | +12,048 | 57,602 | Common Stock | https://www.sec.gov/Archives/edgar/data/1509470/000110465924069638/0001104659-24-069638-index.htm |
| 2023-05-31 | 2023-06-02 | A – Award (Director RS grant) | +15,015 | 45,554 | Common Stock | https://www.sec.gov/Archives/edgar/data/1509470/000110465923067713/0001104659-23-067713-index.htm |
Data reflect annual time-vesting director equity awards; prices reported as $0 reflect restricted stock awards granted by the company. Post-transaction holdings align with beneficial ownership movement into 2025 [Insider-trades output].
Governance Assessment
-
Strengths for investor confidence
- Independence and time commitment affirmed by the Board; all independent directors, including Mazur, met independence criteria; no Section 16(a) delinquencies reported for 2024 .
- Audit leadership and oversight: Mazur chairs the Audit Committee, which recommended inclusion of audited financials and recommended 2025 auditor selection; committee maintains robust pre-approval policies .
- Engagement: Meets attendance thresholds; participated in Board with active committee structure; all directors attended the annual meeting .
- Ownership alignment: Annual equity grants ($50,000) and beneficial ownership “Over $100,000” indicate meaningful alignment; insider awards show steady accumulation; company policy restricts hedging/pledging (Form 4 URLs above).
-
Potential risks and mitigants
- Multi-board commitments (e.g., American Addiction Centers; prior SPAC and biotech boards): can strain bandwidth, but the Nominating & Corporate Governance Committee emphasizes sufficient time availability; Board concluded capacity is adequate .
- Related-party exposure: As a BDC under the 1940 Act, SSSS is constrained from affiliated transactions; the company discloses screening and independent approvals; no Item 404 related-party transactions or Compensation Committee interlocks disclosed involving Mazur in 2024 .
- Say-on-pay signal: While NEO pay is separate from director comp, 2024 say-on-pay was approved (5,834,478 For; 984,504 Against; 155,382 Abstain), indicating general investor support for compensation governance practices .
Notes on Committee Assignments and Roles
| Committee | Composition | Chair | Mazur’s Role | 2024 Meetings |
|---|---|---|---|---|
| Audit | Westley, Lott, Mazur, Potter | Mazur | Chair | 6 |
| Compensation | Westley, Lott, Potter, Mazur | Westley | Member | 6 |
| Nominating & Corporate Governance | Westley, Potter, Lott, Mazur | Lott | Member | 1 |
| Valuation | Westley, Lott, Mazur, Potter | Potter | Member | 7 |
The Board appointed Potter as Lead Independent Director; independent directors meet in executive session without management .
RED FLAGS (None Identified)
- No low attendance flags; no Section 16 delinquencies; no disclosed related-party transactions involving Mazur; no Compensation Committee interlocks; hedging/pledging restricted by policy .
Additional Reference Data
- Director independence determination and dollar range of director equity holdings are provided in the 2025 Proxy .
- Beneficial ownership table (as of Apr 1, 2025) lists Mazur with 57,602 shares; includes 12,048 unvested restricted shares granted to each independent director vesting May 28, 2025 .
- Director compensation policy and 2024 director compensation table detailing Mazur’s cash and equity components are disclosed in the 2025 Proxy .
- Audit Committee report submission and 2025 auditor ratification recommendation cite Mazur as Chair .
All disclosures are drawn from SuRo Capital’s 2025 DEF 14A (filed Apr 11, 2025), the June 6, 2024 8-K for shareholder vote outcomes, and Form 4 insider filings linked above .