Glenn August
About Glenn August
Founder and CEO of Oak Hill Advisors (OHA), Glenn R. August is a director, vice president, and employee of T. Rowe Price Group since 2021. He is 63, holds a B.S. in industrial and labor relations from Cornell and an MBA from Harvard Business School (Baker Scholar). His role centers on leading OHA’s alternatives platform, contributing to corporate strategy via the Management Committee, and expanding private markets capabilities . In 2024, firm performance improved: net revenue was ~$7.1B (+9.8% y/y) and operating margin strengthened, while AUM reached $1.61T; long-term investment performance remained solid across asset classes .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Oak Hill Advisors (OHA) | Founder and Chief Executive Officer | 1987–present | Built leading alternatives platform in performing and distressed credit; expanded products and distribution under TRP ownership . |
| OHA predecessor firm | Co-founder; led credit/distressed investments | 1987–1990+ | Established core credit investing capabilities and distressed specialization . |
| Morgan Stanley (NY & London) | Investment professional | Pre-1987 | Developed capital markets and international experience applied to OHA strategy . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Lucid Group, Inc. | Director; audit, nom/gov, pricing committees | 2021–2024 | Governance and financial oversight at an EV manufacturer . |
| MultiPlan, Inc. | Director; nom/gov committee | 2020–2024 | Strategy and governance for health tech services . |
| Horace Mann School | Trustee; Co-chairs Investment Committee; Exec Committee | Ongoing | Stewardship of endowment; investment oversight . |
| Mount Sinai Medical Center | Trustee; finance, human capital, and IT committees | Ongoing | Financial and operational oversight at major nonprofit health system . |
| Partnership for New York City | Director | Ongoing | Public-private economic development advocacy . |
| Council on Foreign Relations | Member | Ongoing | Policy and global markets insight network . |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary (USD) | $350,000 | $350,000 | $350,000 |
Notes:
- As an officer, August does not receive separate director fees (non-employee director retainers and equity grants), appearing only in the NEO tables .
Performance Compensation
| Component | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| OHA Pool (annual bonus) | Share of management and current performance fees | N/A (CEO allocates; Comp Committee oversight) | N/A | 2024: Not paid; August did not receive an OHA annual bonus | $0 | Annual cash when awarded (none in 2024) . |
| Carried Interest (distributions) | Realized carried interest from OHA funds | Performance-driven | N/A | 2024: $7,472,769; 2023: $11,997,457 | Included in “All Other Compensation” | Distributed based on fund realization events; timing linked to investment exits . |
NEO Summary Compensation (select items):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Stock Awards | $0 | $0 | $0 |
| Non-Equity Incentive Plan Compensation | $0 | $0 | $0 |
| All Other Compensation (incl. carried interest) | $11,679,929 | $12,082,629 | $7,559,940 |
| Total | $12,029,929 | $12,432,629 | $7,909,940 |
Compensation design levers:
- OHA Pool aligns with OHA product fee generation; carried interest aligns with realized fund performance. August received no equity awards in 2023/2024 (variable comp tied to OHA outcomes) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (common shares) | 2,371,616 shares (1.1% of class) . |
| Indirect holdings | 886,190 shares in family trusts (disclaimed) . |
| Shares pledged (RED FLAG) | Up to $50 million pledged as security (≈481,324 shares at Mar 3, 2025 record date) related to OHA partner agreements from 2021 acquisition . |
| Hedging policy | Company prohibits short sales, options, or hedging of Company stock by employees/directors . |
| Executive stock ownership guidelines | Executives must reach multiples over five years; all NEOs have satisfied applicable multiples . |
Employment Terms
| Provision | Terms |
|---|---|
| Employment agreement | Entered Dec 29, 2021 at acquisition close . |
| Severance (no cause / good reason) | 12 months base salary; prorated annual bonus based on actual results; employer-paid portion of COBRA for 12 months; subject to release and covenant compliance . |
| Restrictive covenants | Noncompete and employee/customer nonsolicitation/noninterference during employment and for two years post-termination; confidentiality ongoing . |
| Change-in-control vesting | Company-wide equity plans have double-trigger acceleration (not directly applicable to August given no TRP equity awards in 2023/2024) . |
| Value Creation Agreement | After 5 years from close, eligible to receive 10% of OHA business appreciation (75% cash, 25% TRP stock) subject to preferred return; payout timing and price per VWAP mechanics detailed . |
| Earn-out (Sellers) | Up to $900M in aggregate across 2025–2027 if OHA revenues exceed targets for 2022–2026 period . |
Board Governance
| Topic | Detail |
|---|---|
| Board service | Director since 2021; member of the Management Committee (management-only committee) . |
| Committee roles (Board) | Not on Audit, Compensation, or Nominating committees; those committees are fully independent . |
| Independence | Not independent (Board determined independence for all others excluding Sharps, Stromberg, and August) . |
| Meeting attendance | Board held seven meetings in 2024; each director attended ≥75% of Board/committee meetings; independent directors met in executive session at all seven meetings . |
| Leadership structure | Combined Chair/CEO role held by Robert W. Sharps with a well-empowered Lead Independent Director (Alan D. Wilson) to mitigate governance risks . |
| Director compensation program (context) | Non-employee directors receive cash retainers and ~$200k annual RSUs/RSAs; as an officer, August does not receive director fees or grants . |
Company Performance Context (for pay-for-performance alignment)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues (USD) | $6,488,400,000* | $6,460,500,000* | $7,093,600,000* |
| EBITDA (USD) | $2,859,200,000* | $2,364,600,000* | $2,824,100,000* |
| EBITDA Margin (%) | 44.07%* | 36.60%* | 39.81%* |
Values retrieved from S&P Global.*
Additional operational highlights:
- 2024 AUM: $1.61T; investment advisory revenues over $6.4B; $1.47B returned to stockholders (dividends and buybacks) .
- CEO incentive framework formalized with quantitative (adjusted operating margin, relative investment performance, relative organic growth) and qualitative measures; 2024 payout at 114% target for CEO; August remained on OHA program with no 2024 OHA Pool bonus .
Say‑on‑Pay & Peer Benchmarking
- Say-on-pay support: ~94% approval at 2024 Annual Meeting for prior-year NEO compensation; ~85% approval at 2023 .
- Compensation peer group used for operating margin RSU performance comparisons (e.g., AMG, AllianceBernstein, BlackRock, Franklin, Invesco, Janus Henderson, Federated) and broader benchmarking; CEO peer group additionally considers JPMAM, MS Asset Management, and GS Asset Management .
Related Party Transactions & Alignment Considerations
- OHA acquisition (completed Dec 29, 2021; ~$3.3B total consideration with ~26% in TRP stock and debt retirement) created earn-out and value creation mechanisms to align OHA leadership with long-term value growth .
- August’s pledged shares (~$50M) tied to OHA partner agreements reflect financing arrangements from the transaction; pledging is a governance red flag though hedging is prohibited firmwide .
Risk Indicators & Red Flags
- Share pledging by August (up to ~$50M; ~481k shares as of Mar 3, 2025): potential forced-sale/overhang risk if collateral calls occur .
- No excise tax gross-ups; clawback policies in place for cash and equity incentive compensation, plus Dodd-Frank compliant “no-fault” recovery for restatements .
- Hedging and short selling prohibited for employees/directors .
- All committees overseeing compensation and governance are independent, mitigating dual-role concerns with combined Chair/CEO structure .
Investment Implications
- Alignment: August’s comp is heavily tied to OHA fund realization (carried interest), creating strong alignment with private credit performance but minimal direct linkage to TRP stock (no TRP equity grants in 2023/2024). This reduces insider selling pressure from TRP vesting but introduces variability based on OHA exit timing .
- Retention: Earn-out and Value Creation Agreement (through ~2026–2027 for earn-out; five-year value creation) are significant retention hooks, incentivizing AUM/revenue growth and value appreciation in OHA .
- Governance: Non-independence and substantial pledged shares warrant monitoring; however, independent committee structures and a strong Lead Independent Director mitigate board independence concerns .
- Trading signals: Absence of TRP equity awards for August reduces typical Form 4 sale pressures; watch for disclosures on pledged collateral changes and carried interest distributions, which can signal OHA realization cycles and potential earnings contributions to TRP .