Robert Kaplan
About Robert Kaplan
Robert Kaplan, age 50, serves as Chief Financial Officer and Vice President of Business Development at Spring Valley Acquisition Corp. II (SVII). He has 20+ years of investment banking experience focused on sustainability sectors and previously served as VP of Business Development for Spring Valley I until its merger with NuScale in May 2022. Kaplan holds a B.S. in Finance from Lehigh University and an MBA from NYU Stern, and serves on the board of TWO NIL, LLC .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Spring Valley Acquisition Corp. II (SVII) | Chief Financial Officer; VP Business Development | Current (age 50; service as officer per proxy) | Corporate finance leadership; SPAC governance and transaction execution |
| Spring Valley Acquisition Corp. I | Vice President, Business Development | Nov 2020 – May 2022 | Contributed to NuScale merger completion; sustainability deal sourcing |
| Stifel | Managing Director, Clean Technologies / Renewables | Joined 2010 (via TWP acquisition) | Led capital markets/advisory in clean energy, biofuels, storage, mobility, environmental technologies |
| Thomas Weisel Partners (TWP) | Vice President, Technology Investment Banking (sustainable tech focus) | 2007 – 2010 | Early sustainability IB platform expansion |
| First Albany | Investment Banking (founding member of sustainability-focused franchise) | Prior to 2007 | Executed early public offerings in solar, alt fuels, mobility, fuel cells, smart grid |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| TWO NIL, LLC | Board of Directors | Not disclosed | Private company; governance role cited in proxy |
Board Governance
- Role and independence: Kaplan is an officer (CFO/VP BD) and is not identified as an “independent director” under NASDAQ standards; the board determined Buzby, Thompson, Levinson, and Youngblood as independent directors .
- Committee assignments: Committees are composed solely of independent directors; Kaplan is not listed on any committee. Memberships are: Audit (Buzby, Thompson—Chair, Youngblood), Nominating (Buzby—Chair, Thompson, Youngblood), Compensation (Youngblood—Chair, Buzby, Thompson) .
- Director election voting: Prior to a business combination, only Class B holders (Sponsor and specified independents) may vote to appoint directors, underscoring Sponsor control in board composition .
- Engagement signal: Kaplan is named, along with CEO Sorrells, as proxy appointee for extraordinary general meetings (2024 and 2025), indicating active involvement in shareholder meeting processes .
Fixed Compensation
- Pre-business combination policy: None of SVII’s executive officers or directors receive cash compensation; reimbursements for out-of-pocket expenses are permitted and reviewed by the audit committee .
- Administrative support: SVII reimburses an affiliate of the Sponsor for office space, secretarial and administrative services at $10,000 per month .
| Item | Amount / Policy | Notes |
|---|---|---|
| Cash salary (Officer/Director) | $0 (pre-business combination) | No cash compensation paid prior to a business combination |
| Administrative services fee | $10,000 per month | Paid to affiliate of Sponsor; reimbursed by SVII |
| Expense reimbursement | No cap | Audit committee reviews quarterly; out-of-pocket expenses reimbursed |
Performance Compensation
- Equity/Performance awards: Not disclosed for Kaplan; independent directors received founder shares (40,000 each) via Sponsor transfer; no RSUs/PSUs/options reported for officers pre-business combination .
- Metrics: No disclosed performance metrics tied to officer or director compensation pre-business combination .
| Metric Category | Disclosure | Notes |
|---|---|---|
| RSUs/PSUs for officers | Not disclosed | No equity awards disclosed for officers pre-business combination |
| Options for officers | Not disclosed | No option awards disclosed pre-business combination |
| Performance metrics (Revenue, EBITDA, TSR, ESG) | Not disclosed | No performance-linked plans disclosed pre-business combination |
| Founder Shares (independent directors) | 40,000 each | Sponsor transferred founder shares to independent directors in Feb 2021 |
Other Directorships & Interlocks
| Company | Type | Role | Potential Interlock/Conflict |
|---|---|---|---|
| TWO NIL, LLC | Private | Director | No disclosed SVII transactions; limited conflict visibility |
| SVII Sponsor/Pearl-related rights | SPAC governance | Sponsor nominates three individuals post-combination if holding securities | Sponsor control rights may influence board composition and independence posture |
Expertise & Qualifications
- Sector expertise: Sustainability finance across clean energy, biofuels, storage, efficiency, mobility, environmental tech; involved in 60+ transactions totaling approximately $6 billion .
- Education: B.S., Finance (Lehigh University); MBA (NYU Stern) .
- Roles: Senior IB positions at Stifel/TWP; founding member of a sustainability-focused banking franchise at First Albany .
Equity Ownership
- Beneficial ownership as of September 19, 2025 shows Kaplan with 0 shares; officers and directors as a group hold 120,000 shares (1.2%). Sponsor holds 7,546,667 shares (76.4%) .
| Holder | Shares Beneficially Owned | % of Outstanding |
|---|---|---|
| Robert Kaplan | 0 | 0.0% |
| All officers and directors (7 individuals) | 120,000 | 1.2% |
| Sponsor (Spring Valley Acquisition Sponsor II, LLC) | 7,546,667 | 76.4% |
Governance Assessment
- Independence and committee work: Kaplan is an officer, not an independent director, and holds no committee roles; board committees are fully independent with named chairs (audit: Thompson; nominating: Buzby; compensation: Youngblood) .
- Alignment and ownership: Kaplan has no beneficial ownership; alignment derives from professional role, not equity stake. Independent directors’ founder-share grants (40,000 each) create potential dilution/vesting dynamics distinct from public shareholders, a common SPAC feature .
- Conflicts and related-party exposure: Typical SPAC-related conflicts disclosed—Sponsor/management may participate in other blank-check vehicles; officers/directors own founder interests/rights/warrants directly or indirectly; potential conflicts in target selection; Sponsor loans convertible to warrants up to $1.5 million; Sponsor nomination rights post-combination; $10,000/month admin fee to Sponsor affiliate .
- Voting control signals: Pre-combination director appointments restricted to Class B holders (Sponsor and specified independents) and extension proposals demonstrate Sponsor-driven governance levers; Kaplan’s designation as proxy reflects operational engagement but not independence .
- RED FLAGS:
- Sponsor control and nomination rights over board composition post-combination may reduce effective board independence .
- Founder shares allocated to independent directors and extensive Sponsor ownership create inherent conflicts relative to public shareholders during deal selection and extensions .
- Convertible Sponsor loans into warrants (up to $1.5m) and ongoing admin fees to Sponsor affiliate represent recurring related-party exposure .
- Officers/directors’ participation in other blank-check companies may present overlapping mandates and conflict risk .
Overall, Kaplan is a finance-focused officer with deep sustainability transaction experience; he is not classified as an independent director at SVII and holds no beneficial ownership, while SPAC-typical Sponsor controls and related-party arrangements frame the key governance risk context for investors .