Gilbert Ahye
About Gilbert E. Ahye
Gilbert E. Ahye, age 77, is an independent Class II director of TPVG serving since 2013; his current term (expiring 2025) has been nominated for re‑election through 2028. He is a CPA by training with a BS from Manhattan College and an MBA from St. John’s University, and is recognized for senior leadership in accounting, corporate development/M&A, and business development from a 30+ year career at American Express, including EVP–Chief Development Officer (2003–2014) and earlier CFO roles; he was named an audit committee financial expert by TPVG’s Board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| American Express | EVP – Chief Development Officer (led Corporate Development/M&A and Innovation; member of Global Management Team) | 2003–2014 | Senior finance and strategic M&A leadership |
| American Express | CFO, U.S. Consumer Card Business | 1996–1999 | Finance leadership for consumer card segment |
| American Express | Treasurer, International and Domestic Treasury | 1985–1988 | Global treasury oversight |
| International Paper | Head of Capital Budgeting | 1978–1981 | Capital allocation leadership |
| Union Carbide | Manager | 1977–1978 | Finance/management |
| Ernst & Young | Senior Auditor | 1971–1977 | Public accounting (CPA) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| GO Acquisition Corp. (NASDAQ: GOAC) | Director | 2020–Sep 2022 | Public SPAC directorship |
| American Express Global Business Travel | Vice Chairman | 2014–2016 | JV with American Express and private investors |
| Certares | Adviser | Since Sep 2014 | Private equity adviser role |
| TPVC (TriplePoint Private Venture Credit Inc.) | Director | Noted in TPVG proxy | Non‑listed BDC, within fund complex |
Board Governance
- Independence and tenure: The Board affirmatively determined Ahye is independent under NYSE and the 1940 Act; he has served since 2013 and is a Class II nominee for a term expiring in 2028 .
- Attendance and engagement: In 2024, the Board held 5 meetings and all directors attended at least 75% of Board and committee meetings; executive sessions of independent directors are held typically at the conclusion of each regular Board meeting and are presided over by the Lead Independent Director .
- Committee memberships and leadership: Ahye serves on all four standing committees; he is Chair of the Valuation Committee and designated an “audit committee financial expert.” Audit Committee Chair transitioned from Ahye (FY2023) to Kimberley Vogel (FY2024) .
- Lead independent director context: Steven P. Bird serves as Lead Independent Director (since 2024), enhancing independent oversight .
| Committee | Role (2023 Proxy; FY2023) | Role (2025 Proxy; FY2024) | Meetings in FY2024 |
|---|---|---|---|
| Audit | Chair | Member; Board-designated audit committee financial expert | 4 |
| Nominating & Corporate Governance | Member | Member | 5 |
| Valuation | Chair | Chair | 4 |
| Compensation | Member | Member | 1 |
Fixed Compensation
TPVG pays cash retainers and meeting fees to independent directors; no pensions/retirement benefits.
| Item | 2024 Director Fee Schedule (applies to independent directors) |
|---|---|
| Annual fee (independent directors) | $80,000 |
| Board meeting fee (in-person / virtual) | $2,500 / $1,500 per meeting |
| Committee meeting fee (in-person / virtual) | $1,000 / $500 per meeting |
| Committee Chair fees | Audit Chair: +$10,000; NCG/Valuation/Comp Chairs: +$5,000 |
| Lead Independent Director fee | +$15,000 (pro‑rated, where applicable) |
| Pension/retirement | None |
Director cash compensation actually earned by Ahye:
| Year | Aggregate Cash Compensation |
|---|---|
| 2023 | $119,000 |
| 2024 | $119,500 |
Notes
- In FY2023, Ahye chaired both the Audit and Valuation Committees; in FY2024, Audit Chair transitioned to Vogel while Ahye remained Valuation Chair, which, together with meeting mix, explains modest year‑over‑year changes in total cash compensation .
Performance Compensation
- Equity/Option awards: TPVG disclosed no option grants in FY2024 and does not disclose equity grants for directors; compensation to independent directors is cash-based (retainer and meeting fees) .
- Performance metrics: None disclosed for director compensation; there are no TSR/revenue/ESG performance conditions applicable to director pay .
| Performance Element | FY2024 Status |
|---|---|
| Equity awards (RSUs/PSUs) | None disclosed |
| Option awards | None granted in FY2024 |
| Cash bonus tied to metrics | Not applicable for directors |
| Performance metrics (revenue, EBITDA, TSR, ESG) | Not applicable for directors |
Other Directorships & Interlocks
| Company | Public/Private | Role/Committee | Tenure |
|---|---|---|---|
| GO Acquisition Corp. (NASDAQ: GOAC) | Public | Director | 2020–Sep 2022 |
| TriplePoint Private Venture Credit Inc. (TPVC) | Non‑listed BDC | Director | As disclosed in TPVG proxy |
- The Board considered potential transactions and determined no such transactions impaired the independence of any independent director, including Ahye .
Expertise & Qualifications
- Audit/finance: CPA; designated “audit committee financial expert” by the Board .
- M&A and corporate development: Led American Express corporate development/M&A and innovation for 11 years; extensive transaction experience .
- Treasury and CFO experience: Former Treasurer (International/Domestic) and CFO of U.S. Consumer Card Business at American Express .
- Board oversight in BDC context: Chairs Valuation Committee, central to fair value governance of illiquid assets .
Equity Ownership
| Metric | Value |
|---|---|
| Shares beneficially owned (TPVG) | 3,000 shares (as of Mar 7, 2025 record date) |
| % of shares outstanding | Less than 1% (Company denotes “*”) |
| Dollar range of ownership | $10,001–$50,000 (based on $7.61 closing price on record date) |
| Vested/unvested equity | Not applicable; no equity awards disclosed for directors |
| Options (exercisable/unexercisable) | None disclosed |
| Hedging/pledging | Company policy prohibits hedging and short sales; pledging is prohibited absent pre‑approval; pre‑clearance required for director trades |
Governance Assessment
Strengths
- Deep financial and M&A expertise with CPA credentials and designation as an audit committee financial expert; leadership of the Valuation Committee supports robust fair value oversight in a BDC with illiquid assets .
- Independent director with long tenure since 2013, broad committee participation, and at least 75% attendance during FY2024 across Board/committee meetings; independent executive sessions occur regularly, under a Lead Independent Director framework .
- Cash-only director pay structure with transparent fee schedule and no equity or options reduces pay‑for‑performance controversies for non‑employee directors .
Watch items
- Ownership alignment appears modest (3,000 shares; $10k–$50k range) relative to long service; TPVG does not disclose director stock ownership guidelines, and no director equity retainer is disclosed .
- Related‑party/conflict environment inherent to externally managed BDCs is addressed via policies, independent committee structure, and exemptive order safeguards; Board disclosure notes no independence impairments for independent directors, including Ahye, but ongoing monitoring of co‑investment and adviser conflicts remains prudent .
Overall, Ahye’s audit/valuation leadership, independence, and governance roles bolster investor confidence, while relatively low personal share ownership and the externally managed structure warrant continued attention to alignment and conflict controls .
