Michael Graf
Deputy Chief Financial Officer and Principal Accounting Officer at Sixth Street Specialty Lending
Executive
About Michael Graf
Michael Graf (born 1982) serves as Deputy Chief Financial Officer and Principal Accounting Officer of Sixth Street Specialty Lending, Inc. (TSLX), in an indefinite term since 2015; he is a Certified Public Accountant with a B.S. in Finance and Accounting from NYU Stern, and is currently a Managing Director at Sixth Street (previously Principal) . He previously held roles at U.S. Bancorp Fund Services (Vice President, Alternative Investments), GSC Group (Accounting Manager), and KPMG (public accounting) . Company-level performance context over recent years is mixed: net income was $108.1M in FY2022, $222.0M in FY2023, and $186.6M in FY2024, reflecting volatility typical for BDCs . TSLX does not disclose executive-specific TSR or revenue/EBITDA metrics tied to Mr. Graf’s compensation given its externally managed structure .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| U.S. Bancorp Fund Services, LLC | Vice President, Alternative Investments | 2010–2013 | Oversight of alternative investment fund services; relevant to BDC accounting controls |
| GSC Group, Inc. (private investment firm) | Accounting Manager | 2006–2010 | Fund/accounting management experience in private credit/alternatives |
| KPMG | Public Accounting | 2004–2006 | Audit and technical accounting foundation; CPA credential |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Sixth Street | Managing Director | Not specified; current by 2025 | Senior role at Adviser; previously Principal |
| Sixth Street | Principal | Prior to 2025 (disclosed in 2024 proxy) | Affiliation underscores external manager compensation model |
Fixed Compensation
- TSLX does not directly compensate executive officers (including Mr. Graf); executive officers are employees of the external adviser (Sixth Street Specialty Lending Advisers, LLC), and TSLX reimburses an allocable portion of compensation for roles like CFO/CCO and other professionals under the Administration Agreement based on estimated time devoted to TSLX .
- Salary, target bonus, and actual bonus for Mr. Graf are paid by the Adviser and are not disclosed by TSLX; the Adviser may pay additional salaries, bonuses, and individual performance awards .
Performance Compensation
| Incentive Type | Status | Metrics/Weighting | Payout Mechanics | Vesting |
|---|---|---|---|---|
| Company Equity Plan | None | N/A | TSLX has no equity compensation plans | N/A |
| Stock Options | None | N/A | Company does not grant options, and has no timing practices for equity awards | N/A |
| Adviser-Based Incentives | Not disclosed | Not disclosed | Executives may be entitled to a portion of Adviser profits (incl. fees) less expenses; specific metrics and weights not disclosed | Not disclosed |
TSLX does not disclose performance metric targets, weights, or payouts for Mr. Graf given the external management model; there are no company PSU/RSU/option awards or vesting schedules.
Equity Ownership & Alignment
| Item | Detail | Source |
|---|---|---|
| Shares Beneficially Owned | 5,844 | |
| % of Shares Outstanding | Less than 0.1% (outstanding shares: 93,964,358 as of Mar 31, 2025) | |
| Pledged Shares | None disclosed for Mr. Graf; proxy footnotes identify pledges for other executives (Easterly: 18,792; Fishman: 36,366; Stiepleman: 5,544; Stanley: 3,907) | |
| Hedging/Derivatives | Short sales and transactions in publicly traded options are prohibited for directors/officers and Adviser employees; other hedging (e.g., exchange funds) strongly discouraged and must be pre-cleared | |
| Margin/Pledging Policy | Securities may not be held in margin accounts or pledged; exceptions may be granted by Sixth Street Legal & Compliance under stringent conditions | |
| Ownership Guidelines | Not disclosed for executives; TSLX states no equity compensation plans |
Employment Terms
| Term | Detail | Source |
|---|---|---|
| Title | Deputy Chief Financial Officer and Principal Accounting Officer | |
| Tenure/Term | Since 2015; indefinite term | |
| Employer | Sixth Street Specialty Lending Advisers, LLC (external manager) | |
| Administration Agreement | Renewed November 2024; in effect until November 2025 (renewable; terminable on 60 days’ notice) | |
| Severance/Change-in-Control | Not disclosed for executives; individual employment contracts not disclosed | |
| Non-Compete/Non-Solicit/Garden Leave | Not disclosed |
Performance & Track Record
| Metric ($USD) | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Net Income - (IS) | $108.1M | $222.0M | $186.6M |
- Company-level profitability remained strong but variable over 2022–2024, consistent with BDC dynamics and credit cycle impacts; the proxy does not disclose Mr. Graf-specific performance scorecards or targets .
Governance, Hedging, and Pledging Practices
- Insider trading policy requires pre-clearance for trades by directors/officers and Adviser employees, prohibits short sales and publicly traded options, strongly discourages other hedging, and restricts margin and pledging absent exceptions; this framework reduces hedging/pledging-related misalignment risk for Mr. Graf .
- Beneficial ownership tables explicitly mark pledged shares for certain executives; Mr. Graf has no pledge footnote, indicating no pledging as of March 31, 2025 .
Investment Implications
- Pay-for-performance transparency is limited for Mr. Graf due to the external advisory model—TSLX does not directly pay or grant equity to executives, and Adviser-level salary/bonus/award metrics are not disclosed; direct alignment via company equity is minimal given small beneficial ownership (5,844 shares, <0.1%) .
- Hedging and pledging controls are strong, with prohibitions on short sales/options and restrictions on pledging; Mr. Graf has no pledged shares, which reduces forced-selling risk; however, other executives have pledged shares, a monitoring point for potential collateral-driven selling in stress scenarios .
- Retention appears stable: indefinite term since 2015 and senior finance role continuity; yet absence of disclosed severance/change-in-control economics means limited visibility on executive retention levers beyond Adviser incentives .
- Company profitability has been robust albeit cyclical; without disclosed executive KPIs or award structures tied to TSR/credit outcomes at the individual level, trading signals from insider compensation are muted. Focus diligence on Adviser-level incentives and any future Form 4 activity for Mr. Graf to gauge selling pressure and incremental alignment. Net Income sequence: FY2022 $108.1M; FY2023 $222.0M; FY2024 $186.6M .