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David S. Richter

Director at WINTRUST FINANCIALWINTRUST FINANCIAL
Board

About David S. Richter

  • Independent director appointed to Wintrust Financial Corporation’s Board on October 1, 2025; the Board determined he is independent under Nasdaq standards .
  • Committee assignments: Audit Committee and Finance Committee .
  • Current role: Managing Director at GCM Grosvenor and Investment Committee Chair for Absolute Return Strategies, bringing expertise in private credit and hedge fund management .
  • Board expanded to 14 members with his appointment, signaling continued refresh and added domain expertise .

Past Roles

No prior roles or biography beyond GCM Grosvenor were disclosed in Company filings or releases. Skip.

External Roles

OrganizationRoleTenureCommittees/Impact
GCM GrosvenorManaging Director; Investment Committee Chair, Absolute Return StrategiesNot disclosedExpertise in private credit and hedge funds; expected to contribute capital markets and risk insights

Board Governance

  • Independence: Board affirmed independence; no arrangements/understandings with others for selection; not party to any reportable related-person transaction under Item 404(a) .
  • Committees: Audit and Finance (core oversight on financial reporting, risk, capital strategy) .
  • Governance architecture: Independent Chair; majority-independent board and committees; prohibition on hedging/shorting/pledging Company stock; robust director training; stock ownership guidelines for directors .
  • Board size and refresh: Board increased to 14 with two new directors (Richter, Kohl), enhancing technology and investments expertise on the Board .

Fixed Compensation

  • Richter’s specific pay for 2025 not yet disclosed; non-employee director pay structure for 2024 (most recent disclosed) applies: | Component | Amount/Terms | |---|---| | Annual Board Fee Retainer | $160,000; payable in cash or Company stock via Director Plan | | Annual Committee Fee Retainer | $10,000 per committee (excludes Executive Committee) | | Committee Chair Fees | $25,000 for chairs of Audit, Compensation, Finance, IT/IS, Nominating, Risk | | Chairman of the Board | $60,000 additional annual fee | | Meeting Fees | No standard meeting fees; if >6 Board meetings: $2,000 in-person/$1,500 virtual per additional Board meeting; if >5 committee meetings: $2,000 in-person/$1,500 virtual per additional committee meeting | | Subsidiary Board Service | Additional compensation for service on subsidiary boards (varies) | | Director Plan (Deferrals) | Ability to elect stock in lieu of cash; defer stock/cash; deferred stock units accrue dividend-equivalent units; cash deferrals accrue interest at 91-day T-bill discount rate, adjusted quarterly |

  • Stock ownership guideline: Non-employee directors must hold Company stock equal to 4x the annual board retainer (i.e., $640,000 for 2024); compliance required within four years of joining; guideline increases if retainer increases .

Performance Compensation

ItemDisclosure
Performance-linked Director AwardsNone disclosed; 2024 director compensation shows no stock awards or options granted (fees can be elected in stock under Director Plan, but not performance-based) .
Clawbacks/PoliciesCompany-wide clawback policy for executives; director hedging/pledging prohibited (alignment policy applies to directors) .

Other Directorships & Interlocks

  • Public company boards: None disclosed for Richter .
  • Interlocks/Conflicts: Company 8-K states no arrangements/understandings for selection and no reportable related-person transactions under Item 404(a) for Richter .

Expertise & Qualifications

  • Capital markets and alternatives: Deep experience in private credit and hedge funds; Investment Committee Chair for Absolute Return Strategies at GCM Grosvenor .
  • Board contribution: Expected to bolster Audit and Finance committee oversight with risk/return discipline and market insight .

Equity Ownership

  • Beneficial ownership for Richter not yet disclosed in proxy tables as he was appointed after the 2025 proxy record date.
  • Alignment policies:
    • Stock ownership guideline (4x retainer, meet within four years) .
    • Prohibition on hedging, short selling, and pledging for directors and insiders .

Governance Assessment

  • Strengths

    • Independent director with relevant investment and risk expertise; immediate placement on Audit and Finance indicates targeted skills deployment .
    • No related-party transactions; independence affirmed; supports investor confidence .
    • Strong board policies (independent chair, ownership guidelines, anti-hedging/pledging) and director training support effective oversight .

  • Watch items

    • Ownership alignment: Track progress toward 4x retainer stock guideline within four years of appointment .
    • Potential exposure: Monitor any future interactions between Company banking/treasury activities and funds managed or advised by GCM Grosvenor to preempt conflicts (none disclosed currently) .
    • Attendance/engagement: Evaluate participation and contribution in Audit/Finance once disclosed in next proxy cycle; 2024 attendance was >90% for then-seated directors, but predates Richter’s tenure .

Context signals: Shareholders approved the 2025 Stock Incentive Plan and 2024 say-on-pay with strong support, indicating overall confidence in compensation governance; not specific to Richter but relevant to board oversight climate .