Alex Pentland
About Alex Pentland
Dr. Alex Pentland (age 73) is an independent director of WinVest Acquisition Corp., serving since September 14, 2021. He is a long-tenured MIT professor (since 1987), the Toshiba Professor of Media, Arts and Sciences (since 1995), and founder/director of MIT Connection Science; he holds a BS from the University of Michigan and a Ph.D. from MIT . He is one of the most-cited computer scientists, with numerous publications and over a dozen patents in AI, sensing, and digital networking .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Stanford University | Industrial Lecturer in Computer Science | 1983–1987 | Academic teaching and industry-focused instruction |
| SRI International (AI Center) | Senior Computer Scientist | 1982–1987 | AI research and development leadership |
| Multiple startups (ginger.io; Riffanalytics.ai; Endor.com) | Founder/Entrepreneur | Various | Data-driven companies in health analytics, AI collaboration, and predictive analytics |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| MIT Sloan; MIT Institute for Data, Systems, and Society; MIT School of Architecture & Planning | Professor (appointments across schools) | Since 1987 | Pioneered computational social science and applied AI |
| IEEE Council on Extended Intelligence | Co-Chair | Current | Standards/thought leadership in AI ethics and extended intelligence |
| UN Global Partnership for Sustainable Development Data | Board Member | Current | Global data governance and sustainable development data initiatives |
Board Governance
- Independence: The board determined that Kramer, McGowan, Pentland, and Schmidt are independent under Nasdaq Rule 5605(a)(2) and applicable SEC rules. Independent directors hold regular sessions without management .
- Board classification and term: Seven-member classified board; Pentland is in the first class (with Madden and McGowan) whose terms expire at the first annual meeting (which may occur only after the initial business combination) .
- Committees: Audit Committee (McGowan—Chair, Schmidt, Kramer); Compensation Committee (Kramer—Chair, McGowan). Pentland is not listed as a member of these committees .
- Nominating/Governance: No standing nominating committee; a corporate governance and nominating committee will be formed when required. Independent directors currently handle nominations per Nasdaq Rule 5605 .
- Attendance and engagement: No detailed meeting attendance disclosed; the company may not hold an annual meeting until after the initial business combination .
- Chair/Lead Independent: Lawrence S. Kramer is Chairman of the Board; no separate Lead Independent Director disclosed .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | None | No director cash compensation prior to an initial business combination |
| Committee membership fees | None | No fees paid; no director compensation prior to business combination |
| Committee chair fees | None | No director compensation prior to business combination |
| Meeting fees | None | No director compensation prior to business combination |
| Reimbursement | Unlimited (no preset cap) | Directors/officers reimbursed for out-of-pocket expenses; reviewed by board/audit committee |
Performance Compensation
| Instrument/Metric | Grant Details | Vesting | Performance Metrics |
|---|---|---|---|
| Equity awards (RSUs/PSUs/options) | None disclosed | N/A | None disclosed prior to business combination |
- The company states no compensation of any kind (including equity) will be paid to existing officers/directors prior to consummation of an initial business combination; out-of-pocket expenses are reimbursed .
Other Directorships & Interlocks
| Company/Organization | Role | Public Company? | Notes |
|---|---|---|---|
| UN Global Partnership for Sustainable Development Data | Board Member | No | Global data collaboration |
| IEEE Council on Extended Intelligence | Co-Chair | No | Standards/ethics leadership in AI |
| MIT Connection Science | Founder/Director | No | Academic/industry partnership initiative |
- No other public-company board directorships for Pentland are disclosed .
Expertise & Qualifications
- Technology and AI/ML: Toshiba Professor; founder of MIT Connection Science; extensive patents/publications; entrepreneur in data/AI ventures .
- Governance relevance: Independence designation; deep expertise relevant to evaluating technology targets and data governance risks .
- Financial literacy: Not identified as audit committee member/financial expert; audit committee financial expert is McGowan .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | As-of |
|---|---|---|---|
| Dr. Alex Pentland | 28,000 | Less than 1% (*) | May 30, 2025 (3,133,778 shares outstanding) |
| All directors and executive officers (7 individuals) | 221,576 | 7.1% | May 30, 2025 |
- Initial Stockholders held approximately 91.8% of common stock at the Q2 2025 record date; sponsor held ~81.0%; officers/directors collectively ~8.0% (excluding indirect interests via the sponsor) .
- Directors and officers have interests in founder shares and private placement warrants through/alongside the sponsor, which differs from public stockholder interests .
Governance Assessment
- Independence and committees: Pentland is independent but not on the audit or compensation committees. Given his AI/data expertise, adding him to risk oversight (audit) or future nominating/governance could strengthen board effectiveness around technology diligence and data risk .
- Compensation alignment: No director pay prior to business combination; ownership of 28,000 shares provides some alignment, but sponsor control and founder share economics can create misaligned incentives relative to public shareholders .
- Control and conflicts: Initial Stockholders own ~91.8% at the Q2 2025 record date; sponsor has also extended unsecured notes to fund extensions. These dynamics, plus founder/PP warrant interests, are potential conflicts that the audit committee must monitor, especially in approving related-party transactions .
- Process and accountability: The company may not hold an annual meeting until after the initial business combination, limiting formal shareholder engagement and attendance visibility; independent directors meet regularly, which partially mitigates this .
- Legal protections: Charter provides director indemnification and limited liability, standard for Delaware corporations; no separate clawback policy for directors disclosed .
RED FLAGS
- Sponsor/Insider Control: Initial Stockholders (~91.8%) can pass proposals without public votes, reducing public minority leverage .
- Economic Interests: Founder shares and private placement warrants create differing incentives vs. public holders, particularly under extension/liquidation scenarios .
- Financing by Sponsor: Unsecured extension notes repayable only outside Trust; highlights reliance on sponsor financing and potential related-party exposure .
- Limited Engagement: No required annual meeting until business combination; no attendance disclosures; no nominating committee yet formed .
Implications for investors: Pentland’s independence and strong technology credentials support diligence quality for a tech-oriented business combination. However, sponsor dominance, insider economics, and limited formal shareholder processes pre-combination present governance risks; close monitoring of related-party approvals and eventual post-combination compensation design will be critical .