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Gabe Dalporto

Director at LendingTreeLendingTree
Board

About Gabe Dalporto

Gabriel “Gabe” Dalporto, age 53, has served on LendingTree’s Board since 2017 and is currently an independent director. He is CEO of Guitar Center Holdings, Inc. (appointed October 31, 2023) and previously served in multiple executive roles at LendingTree (CFO, CMO, President of Mortgage, Executive Advisor), bringing executive management, financial/capital markets, and digital marketing expertise to the Board .

Past Roles

OrganizationRoleTenureCommittees/Impact
LendingTree, Inc.Executive Advisor to the CEOAug 2017 – Feb 2018Senior advisory support
LendingTree, Inc.Chief Financial OfficerJun 2015 – Aug 2017Finance leadership; capital structure
LendingTree, Inc.President of MortgageMar 2013 – Jun 2015Mortgage segment leadership
LendingTree, Inc.Chief Marketing OfficerApr 2011 – Jun 2015Digital marketing, growth
Udacity, Inc.Chief Executive OfficerAug 2019 – Oct 2022Led digital education platform
Atomic Financial, Inc.Founder & CEOJan 2010 – Apr 2011Startup online investing platform
Zecco Holdings, Inc.Chief Marketing & Strategy OfficerJan 2007 – Dec 2009Strategy for online brokerage
E*Trade FinancialVice PresidentAug 2004 – Nov 2006Product/marketing leadership
JPMorgan ChaseVice PresidentSep 2003 – Jul 2004Financial services experience

External Roles

OrganizationRoleTenurePublic Company?
Guitar Center Holdings, Inc.Chief Executive OfficerOct 31, 2023 – PresentNo (other public boards: None)
Guitar Center Holdings, Inc.DirectorDec 2018 – PresentNo (private)

Board Governance

  • Committee assignments: Member, Transactions Committee; no chair roles. Transactions Committee met 4 times in fiscal 2024; the Board held 4 meetings in fiscal 2024 .
  • Independence: The Board determined Dalporto is independent under Nasdaq standards .
  • Attendance: All directors attended at least 75% of aggregate Board/committee meetings in fiscal 2024; Board meets at least quarterly, with executive sessions of non-executive directors at least quarterly led by the Lead Independent Director .
  • Board leadership: CEO serves as Chair; Lead Independent Director (Steven Ozonian) chairs Audit and Compensation Committees and leads executive sessions .
  • Technology & Product Advisory Committee was formalized on Oct 30, 2024 (0 meetings in 2024 post-formalization) .

Fixed Compensation

Component (Non-Employee Director, 2024)Amount/Terms
Annual cash retainer$50,000
Transactions Committee member fee$2,500 per year
Annual equity retainer5,000 RSUs; grant date June 12, 2024; grant-date fair value $231,950; closing price $46.39 on grant date
Total fees earned (cash)$52,500 (retainer + committee)
Total compensation$284,450 (cash + stock awards)
RSU vesting conditionsEarliest of: next Annual Meeting date, first anniversary, change in control, death/disability

Performance Compensation

Performance-linked elementDisclosed?Notes
Director PSUs / performance optionsNoNon-employee director equity is time-based RSUs; no disclosed performance metrics tied to director pay .

Other Directorships & Interlocks

CompanyTypeRoleInterlock/Conflict Notes
Guitar Center Holdings, Inc.PrivateCEO; DirectorNo TREE-related public board interlocks; “Other Public Company Boards: None” .

Expertise & Qualifications

  • Executive management experience (CEO roles at Guitar Center and Udacity); financial and capital markets, digital marketing expertise highlighted by the Board for Dalporto .
  • Board qualifications emphasize financial matters among nine nominees; Dalporto contributes to Transactions oversight via M&A/strategic finance experience .

Equity Ownership

MeasureAmount
Beneficial ownership (shares)19,877; includes 5,534 options exercisable within 60 days and 5,000 RSUs vesting within 60 days .
Ownership % of shares outstanding<1% (asterisked in table) .
Outstanding equity at FY-end 2024Options: 5,534; RSUs: 5,000 .
Director stock ownership guidelineMinimum 5x annual cash retainer; expected within 5 years of joining or 3 years after increase .
Hedging/pledging policiesHedging prohibited; pledging generally prohibited unless Legal Department approves .

Governance Assessment

  • Independence and prior executive ties: The Board affirms Dalporto’s independence under Nasdaq rules, despite prior executive roles at LendingTree (CFO, CMO, President of Mortgage), which can present familiarity risks; formal independence determination mitigates this concern .
  • Committee fit: Placement on Transactions Committee aligns with his financial/capital markets background; 4 meetings in 2024 indicate active oversight of capital structure and strategic transactions .
  • Director pay alignment: Cash retainer is modest; equity retainer in RSUs vests on a time-based schedule, supporting ownership alignment without performance metrics that could bias oversight; stock ownership guideline for directors is 5x cash retainer .
  • Attendance/engagement: Board-level attendance thresholds met (≥75%); executive sessions occur at least quarterly under the Lead Independent Director, supporting independent oversight .
  • Shareholder confidence signals: 2024 say-on-pay support was ~97%, reflecting confidence in compensation governance; Compensation Committee comprised solely of independent directors and uses independent consultant FW Cook .
  • Related-party sensitivity: The proxy discloses compensation paid to the CEO’s spouse employed by the Company ($395,181 in 2024), a related-party transaction overseen under policy—this is a governance sensitivity point, though not linked to Dalporto .
  • Controls: Clawback policy adopted (effective Oct 25, 2023); prohibition on hedging/pledging; majority voting with resignation policy; robust committee charters and risk oversight delineation .

RED FLAGS: None specific to Dalporto disclosed (no related-party transactions, pledging, or performance-linked director awards). Board-level related-party transaction (CEO spouse employment/compensation) is a governance sensitivity to monitor .