DEF 14A of SS&C Technologies Holdings Inc, Apr 3, 2025

DEF 14A of SS&C Technologies Holdings Inc

Filed Apr 3, 2025 · FY20240000950170-25-050376

Open on EDGAR

  1. 2024 Company Highlights and Awards

    2024 Company Highlights and Awards

  2. 2024 Company Highlights and Awards

    | | | | | | 8 | $982.4M | 70% | 97% | | Consecutive years of increased dividends since 2017 | Capital returned to shareholders via buybacks and dividends | Engagement of 14 out of our top 20 shareholders, and approximately 58% shares outstanding* | Average asset management customer satisfaction rating |

  3. 2024 Company Highlights and Awards

    Notice of 2025 Annual Meeting of Stockholders The Board of Directors of SS&C Technologies cordially invites you to attend the 2025 Annual Meeting of Stockholders.

  4. 2024 Company Highlights and Awards

    | May 21, 2025 (Wednesday) 9:00 a.m. Eastern Time The Annual Meeting will be held online at www.virtualshareholdermeeting.com/SSNC2025 Stockholders as of March 25, 2025 are entitled to vote. | | | | | | | How to Vote | Voting Items | | | | | VOTE BY INTERNET Before the meeting - Registered Owners visit www.proxyvote.com or scan the QR Barcode below Use the internet to transmit your voting instructions and for electronic delivery of information. Vote by 11:59 p.m. ET on May 20, 2025. During the meeting - Registered Owners visit www.virtualshareholdermeeting.com/SSNC2025 | Proposals | Board Vote Recommendation | For Further Details | | | | 1. To elect three Class III Directors to the Board of Directors, to serve for a term ending at the 2028 annual meeting or until their respective successors have been duly elected and qualified | “FOR” each director nominee | Page 9 | | | | 2. To approve, on an advisory basis, the compensation of our named executive officers | “FOR” | Page 30 | | | VOTE BY TELEPHONE Registered Owners in the U.S. or Canada dial toll-free 1-800-690-6903 Vote by 11:59 p.m. ET on May 20, 2025. | 3. To ratify the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2025 | “FOR” | Page 57 | | | | 4. To approve the SS&C Technologies Holdings, Inc. Second Amended and Restated 2023 Stock Incentive Plan | “FOR” | Page 59 | | | VOTE BY SCANNING By scanning this QR code using your tablet or smartphone Scan this QR code to vote with your mobile device (may require free software) | | | | | | | And to transact any other business that is properly presented at the meeting. | | | | | | Your vote is important, regardless of the number of shares you own. Whether or not you plan to attend the 2025 annual meeting virtually, we hope you will take the time to vote your shares. If your shares are held in “street name,” meaning held for your account by a bank, broker or other nominee, you will receive instructions from the holder of record that you must follow for your shares to be voted. Even if you plan to attend the 2025 Annual Meeting of Stockholders, please vote. You can change your vote at the meeting if you choose to do so. By Order of the Board of Directors, Jason White Senior Vice President, General Counsel and Secretary Dated: April 3, 2025 | | | | | VOTE BY MAIL Mark, sign and date your proxy card and return it in the postage-paid envelope to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717. To vote you will need the Control Number included on your proxy card, voting instructions form or Notice of Internet Availability of Proxy Materials. The telephone and internet voting facilities will close at 11:59 p.m. ET on May 20, 2025. | | | |

  5. 2024 Company Highlights and Awards

    | Important Notice Regarding Availability of Proxy Materials for the 2025 Annual Meeting of Stockholders to be Held on May 21, 2025. We are first making available and/or mailing this proxy statement and the accompanying proxy at no charge on or about April 3, 2025 to our stockholders of record as of March 25, 2025. Our stockholders will not receive paper copies of our proxy materials, as we will use the internet as our key means of furnishing proxy materials to our stockholders, under the “Notice and Access” method permitted by the SEC. We will send these stockholders a notice with instructions for accessing the proxy materials and voting via the internet. Stockholders may also receive our annual meeting materials in paper form at no charge. Please see “How We Use Notice & Access” on page 71 for more information. In addition, we will furnish copies of the exhibits to our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 upon written request of any stockholder. Please address all such requests to SS&C Investor Relations at 80 Lamberton Road, Windsor, Connecticut 06095. This proxy statement and our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 are available for viewing, printing and downloading at http://www.ssctech.com/2025annualmeeting. This proxy statement and our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 are also available on the SEC’s website at http://www.sec.gov. |

  6. 2024 Company Highlights and Awards

    | SS&C 2025 PROXY STATEMENT | 1 |

  7. 2024 Company Highlights and Awards

    “Our Company reported record revenues and earnings. The higher growth reflects our focus on client service, expansion of our capabilities, and investment in our people.” Letter from our CEO and Chairman

  8. 2024 Company Highlights and Awards

    | | Dear Fellow Stockholders, Thank you for your continued confidence. Our Company reported record revenues and earnings. The higher growth reflects our focus on client service, expansion of our capabilities, and investment in our people. SS&C reported 2024 GAAP revenue of $5,882.0 million, $1,343.5 million in GAAP operating income, and $3.00 in GAAP diluted earnings per share. On an adjusted basis, we posted $5.41 in diluted earnings per share, and $2,281 million in adjusted consolidated EBITDA. We continue to invest in our business to drive organic growth, and spent $584 million on sales and marketing which is up significantly as is the $518 million spent on research and development. Despite growth in those expenditures, we improved our profitability and exited the year with a 38.8% adjusted consolidated EBITDA margin. In 2024, SS&C posted strong organic growth of 6.1%. SS&C generated cash flow from operations of $1,389 million, a 14.3% increase from 2023. We bought back 10.6 million shares, at an average price of $69.15 per share, and paid $245 million in dividends, returning 45% of available cash flow. We paid down $510 million in debt, bringing our net leverage ratio to 2.98x, and our secured net ratio to 1.72x. Additionally, this year we completed the acquisition of Battea Class Action Services, which is a natural cross sell. The opportunity for lift outs, client growth, geographic expansion, and continued implementation of DomaniRx is exciting. We remain committed to maximizing shareholder value and continue to believe in our stock. With industry tailwinds in financial services and with potential for improvement in the M&A markets, we are focused on driving opportunity. Sincerely, William C. Stone Chairman of the Board & Chief Executive Officer |

  9. 2024 Company Highlights and Awards

    | 2 | SS&C 2025 PROXY STATEMENT |

  10. 2024 Company Highlights and Awards

    “Our Board of Directors remains focused on long-term value creation for our shareholders.” Letter from our Lead Independent Director

  11. 2024 Company Highlights and Awards

    | Dear Fellow Stockholders, As Lead Independent Director of the SS&C Board of Directors, I am pleased to report that SS&C demonstrated strong execution in 2024 with consistent financial results, profitability, and a strengthening balance sheet. We achieved record-breaking annual revenues and earnings while maintaining our commitment to investment to drive future growth. Here is an update on the Company’s accomplishments these past twelve months. Our Board of Directors remains focused on long-term value creation for our shareholders. We continue to invest in our business, improve our offerings, and develop our top talent. Our client service focus is a top differentiator and contributes to our strong customer retention rate. We remain committed to listening to our customers and shareholders and keeping up with applicable legal and regulatory requirements in a fast-changing world. Our Board continues to engage with shareholders, and incorporating their feedback into the Board’s decision-making process remains a priority. From May 2024 to March 2025, SS&C met with 14 of our top 20 stockholders, and approximately 58% of our outstanding shares (excluding shares held by our CEO). As part of our ongoing effort to ensure the success and long-term growth of the company, the Nominating and Governance Committee of our Board of Directors remained engaged in its comprehensive director search after onboarding Debra Walton-Ruskin last year. The Board reviewed many candidates, based on referrals and recommendations from Board members and management and through the services of a market leading third-party director search firm. On March 24, 2025, the Board unanimously elected Francesco Vanni d’Archirafi to the Board to fill a vacancy, upon the nomination and recommendation of the Nominating and Governance Committee. Francesco brings a wealth of talents, experience, and insights, and I am pleased to welcome him to the Board. Our Board continues to keep investors, customers, employees, and partners top of mind. We look forward to strengthening the business via accretive acquisitions, pursuit of strategic initiatives and further strengthening of our financial results. On behalf of SS&C’s Board of Directors, thank you for your support as shareholders. Sincerely, Jonathan E. Michael Lead Independent Director | |

  12. 2024 Company Highlights and Awards

    | SS&C 2025 PROXY STATEMENT | 3 |

  13. 2024 Company Highlights and Awards

    Table of Contents

  14. 2024 Company Highlights and Awards

    | Notice of 2025 Annual Meeting of Stockholders | 1 | Proposal Two: Advisory Vote to Approve Named Executive Officer Compensation | 30 | | Letter from our CEO and Chairman | 2 | | | | Letter from our Lead Independent Director | 3 | Compensation Discussion and Analysis | 31 | | 2025 Proxy Summary | 5 | Our Compensation Program | 31 | | Annual Meeting Overview | 5 | Performance Goals Promote Strategic Execution and Shareholder Value Creation | 33 | | Voting Matters | 5 | | | | Election of Class III Directors | 5 | 2024 Performance Highlights | 33 | | SS&C Core Values | 6 | Pay for Performance | 34 | | 2024 Performance Highlights | 6 | Compensation Best Practices | 34 | | Stockholder Engagement | 7 | Executive Compensation Tables | 46 | | Commitment to Strong Corporate Governance Practices | 8 | 2024 Option Exercises and Stock Vested | 49 | | Proposal One: Election of Class III Directors | 9 | Potential Payments upon Termination or Change of Control | 50 | | Board Structure | 9 | Equity Compensation Plan Information | 52 | | Number of Board Members | 9 | 2024 Pay Ratio Disclosure | 53 | | Board Members Elections | 9 | 2024 Pay Versus Performance | 54 | | Class III Director Nominees to be Elected at the 2025 | | Proposal Three: Ratification of Selection of Independent Registered Public Accounting Firm | 57 | | Annual Meeting | 10 | | | | Board Skills and Experience Matrix | 11 | Fees Paid to PricewaterhouseCoopers LLP | 57 | | Director Biographies | 13 | Audit Committee Approval Policies and Procedures | 58 | | Executive Officers Who Are Not Directors | 17 | Report of the Audit Committee | 58 | | Criteria of Director Nominees | 18 | Proposal Four: Approval of SS&C Technologies Holdings, Inc. Second Amended and Restated 2023 Stock Incentive | | | Director Nomination Process | 18 | | | | Succession Planning | 19 | Plan | 59 | | Board Size | 19 | Ownership of Our Common Stock | 68 | | Director Service on Other Public Company Boards | 19 | General Information About the 2025 Annual Meeting | 70 | | Board Determination of Independence | 20 | Voting Procedures | 70 | | Board Meetings and Attendance | 20 | Revocation of Proxies | 71 | | Director Attendance at Annual Meeting of Stockholders | 20 | Stockholders Entitled to Vote | 71 | | Board Leadership Structure and Composition | 20 | Quorum | 71 | | Role of the Lead Independent Director | 20 | Votes Required | 71 | | Board Membership Changes | 20 | Solicitation of Proxies | 71 | | Board Committees | 21 | How We Use Notice & Access | 71 | | Board Oversight | 24 | How to Attend the Virtual Annual Meeting | 71 | | Risk Oversight | 24 | Other Matters | 73 | | Cybersecurity Oversight | 24 | Stockholder Proposals and Director Nominations | 73 | | ESG Oversight | 25 | Householding of Proxies | 73 | | Stockholder Communications with our Board | 25 | Appendix A: Non-GAAP Financial Measures | 74 | | Social Highlights | 25 | Appendix B: SS&C Technologies Holdings, Inc. Second Amended and Restated 2023 Stock Incentive Plan | 78 | | Other Governance Matters | 25 | | | | Non-Employee Director Compensation | 28 | | |

  15. 2024 Company Highlights and Awards

    | FORWARD-LOOKING STATEMENTS This proxy statement contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995 or within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements can be identified by the fact that they do not relate strictly to historical or current facts. Forward-looking statements often use words such as “anticipate,” “target,” “expect,” “estimate,” “intend,” “plan,” “goal,” “believe” or other words of similar meaning. Forward-looking statements provide SS&C Technologies Holdings, Inc.’s current expectations or forecasts of future events, circumstances, results or aspirations, and are subject to significant risks and uncertainties. These risks and uncertainties could cause SS&C Technologies Holdings, Inc.’s actual results to differ materially from those set forth in such forward-looking statements. Certain of such risks and uncertainties are described in SS&C Technologies Holdings, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2024. SS&C Technologies Holdings, Inc. does not undertake to update the forward-looking statements included in this proxy statement to reflect the impact of circumstances or events that may arise after the date the forward-looking statements were made. No reports, documents or websites that are cited or referred to in this proxy statement shall be deemed to form part of, or to be incorporated by reference into, this proxy statement. |

  16. 2024 Company Highlights and Awards

    | 4 | SS&C 2025 PROXY STATEMENT |

  17. 2024 Company Highlights and Awards

    2025 Proxy Summary This summary highlights information relevant to certain proposals being voted on at the Annual Meeting. Additional discussion of these proposals is contained elsewhere in this proxy statement, which we encourage you to review in its entirety.

  18. Election of Class III Directors

    Election of Class III Directors The Board recommends that you vote "FOR" the election of each of the below nominees to serve as Class III Directors until the 2028 Annual Meeting of Stockholders.

  19. Election of Class III Directors

    | NOMINEES | DIRECTOR SINCE | INDEPENDENT | CURRENT COMMITTEES | | Smita Conjeevaram, 64 Retired Chief Financial Officer-Credit Hedge Funds and Deputy Chief Financial Officer-Credit Funds of the Fortress Investment Group LLC | 2015 | | Audit (Chair) | | William C. Stone, 70 Chairman of the Board and Chief Executive Officer, SS&C Technologies Holdings, Inc. | 1986 | | None | | Francesco Vanni d’Archirafi, 65 Chairman of the Board, Euroclear Holding SA/NV and Euroclear SA/NV, and Independent Board Member and Chair of the Audit Committee of Mapfre S.A. | 2025 | | None |

  20. Election of Class III Directors

    | SS&C 2025 PROXY STATEMENT | 5 |

  21. Class III Director Nominees to be Elected at the 2025 Annual Meeting

    Class III Director Nominees to be Elected at the 2025 Annual Meeting

  22. Class III Director Nominees to be Elected at the 2025 Annual Meeting

    | | | | | Smita Conjeevaram, 64 Independent Retired Chief Financial Officer – Credit Hedge Funds and Deputy Chief Financial Officer – Credit Funds, Fortress Investment Group LLC Director since 2015 Committee Memberships | William C. Stone, 70 Chairman Chairman of the Board and Chief Executive Officer, SS&C Technologies Holdings, Inc. Director since 1986 | Francesco Vanni d’Archirafi, 65 Independent Chairman of the Board, Euroclear Holding SA/NV and Euroclear SA/NV, and Independent Board Member and Chair of the Audit Committee of Mapfre SA Director since 2025 | | A | | |

  23. Director Biographies

    Director Biographies The Nominating and Governance Committee has recommended, and the Board has nominated, Ms. Conjeevaram, Mr. Stone and Mr. Vanni d’Archirafi for election at the 2025 annual meeting as the Class III directors, to serve until the 2028 annual meeting and until their successors have been duly elected and qualified. Each of the nominees is currently a member of the Board. The following table and biographical descriptions provide information relating to each director and director nominee, including her/his age and period of service as a director of the Company, her/his committee memberships, her/his business experience for at least the past five years, including directorships at other public companies, and certain other information.

  24. Class III Directors NOMINEES TO BE ELECTED AT THE 2025 ANNUAL MEETING

    Class III Directors NOMINEES TO BE ELECTED AT THE 2025 ANNUAL MEETING

  25. Class III Directors NOMINEES TO BE ELECTED AT THE 2025 ANNUAL MEETING

    | Independent Director since: 2015 Age: 64 Term Expires: 2025 Committees: Audit Committee (Chair) | Smita Conjeevaram | | | Retired Chief Financial Officer – Credit Hedge Funds and Deputy Chief Financial Officer – Credit Funds, Fortress Investment Group LLC | | | Principal Occupation, Business Experience, and Directorships Ms. Conjeevaram joined our board of directors in November 2015, previously served on our Nominating and Governance Committee, has served on the Audit Committee since 2017, and was appointed Chair of the Audit Committee in November 2022. Ms. Conjeevaram retired in 2013 after a 19-year career in the global investment and hedge fund firm industry. Her most recent position was as the Chief Financial Officer – Credit Hedge Funds, and Deputy Chief Financial Officer – Credit Funds, of the Fortress Investment Group LLC, where she served from 2010 to 2013. Prior to that, Ms. Conjeevaram served as the Chief Financial Officer of Everquest Financial LLC from 2006 to 2009 and Strategic Value Partners LLC from 2004 to 2005. Ms. Conjeevaram began her career as a tax specialist at two Big-4 public accounting firms and is a certified public accountant. She currently serves on the Boards of Directors of the following public companies: McGrath RentCorp, SkyWest, Inc. and WisdomTree Investments, Inc. Experience, Qualifications, Attributes, and Skills Supporting Directorship Position on the Company’s Board The Board has concluded that Ms. Conjeevaram should serve as a director because she has extensive experience in the financial services industry and particularly hedge fund operations. |

  26. Class III Directors NOMINEES TO BE ELECTED AT THE 2025 ANNUAL MEETING

    | Director since: 1986 Age: 70 Term Expires: 2025 Committees: None | William C. Stone | | | Chairman of the Board and Chief Executive Officer, SS&C Technologies Holdings, Inc. | | | Principal Occupation, Business Experience, and Directorships Mr. Stone founded SS&C Technologies, Inc., or SS&C, the primary operating company and wholly owned direct subsidiary of SS&C Technologies Holdings, Inc., in 1986 and has served as Chairman of the Board of Directors and Chief Executive Officer since our inception. He also has served as our President from inception through April 1997 and again from March 1999 until October 2004. Prior to founding SS&C, Mr. Stone directed the financial services consulting practice of KPMG LLP, an accounting firm, in Hartford, Connecticut and was Vice President of Administration and Special Investment Services at Advest, Inc., a financial services company. Experience, Qualifications, Attributes, and Skills Supporting Directorship Position on the Company’s Board The Board has concluded that Mr. Stone should serve as a director because, as our founder, Chief Executive Officer, and a principal stockholder, Mr. Stone provides a critical contribution to the Board reflecting his detailed knowledge of the Company, our employees, our client base, our prospects, the strategic marketplace and our competitors. |

  27. Class III Directors NOMINEES TO BE ELECTED AT THE 2025 ANNUAL MEETING

    | SS&C 2025 PROXY STATEMENT | 13 |

  28. Class III Directors NOMINEES TO BE ELECTED AT THE 2025 ANNUAL MEETING

    | Independent Director since: 2025 Age: 65 Term Expires: 2025 Committees: None | Francesco Vanni d’Archirafi | | | Chairman of the Board, Euroclear Holding SA/NV and Euroclear SA/NV, and Independent Board Member and Chair of the Audit Committee of Mapfre S.A. | | | Principal Occupation, Business Experience, and Directorships | | | Mr. Vanni d’Archirafi was elected by SS&C’s Board of Directors in March 2025. He has spent most of his professional career at Citigroup, where he has held numerous leadership positions including CEO of Citigroup Holdings from 2013–2018, CEO of Citi Global Transaction Services from 2009–2013, Global Head of Citigroup Treasury and Trade Solutions from 2007–2009, Chair of Citibank Europe plc from 2005-2017 and Chair and CEO of Citi International plc from 2001-2004. He is currently Chairman of the Board of Euroclear Holding SA/NV and Euroclear SA/NV, an independent member of the Board of Directors and Chair of the Audit Committee of Mapfre SA, and a Board Member of the Euroclear Foundation. He is also a member of the Advisory Council of Grimaldi Alliance, Co-chair of the Advisory Council of The Kogod School of Business at American University and an International Advisory Board Member of IESE Business School. Mr. Vanni d’Archirafi is Emeritus Governor of Junior Achievement Worldwide and sits on the Board of Trustees of United Way Worldwide and serves as trustee or board member for several other charitable foundations. Experience, Qualifications, Attributes, and Skills Supporting Directorship Position on the Company’s Board The Board has concluded that Mr. d’Archirafi should serve as a director because he has extensive experience running large global enterprises in executive and board capacities, as well as expertise in financial services, mergers and acquisitions and securities services, and extensive executive and operational experience in large financial services companies. |

  29. Class I Directors

    Class I Directors

  30. Class I Directors

    | Independent Director since: 2006 Age: 63 Term Expires: 2026 Committees: None | Normand A. Boulanger | | | Vice Chair of the Board, SS&C Technologies Holdings, Inc. | | | Principal Occupation, Business Experience, and Directorships On February 3, 2020, Mr. Boulanger retired as an employee of SS&C, after serving in a number of roles since 1994. Mr. Boulanger continues to serve as a director on our Board. He was elected to serve as a director in 2006 and appointed Vice Board Chair in August 2018. He served as our President and Chief Operating Officer from October 2004 to February 2020, our Executive Vice President and Chief Operating Officer from October 2001 to October 2004, Senior Vice President of SS&C Direct from March 2000 to September 2001, Vice President of SS&C Direct from April 1999 to February 2000, Vice President of Professional Services for the Americas, from July 1996 to April 1999, and Director of Consulting from March 1994 to July 1996. Prior to joining SS&C, Mr. Boulanger served as Manager of Investment Accounting for The Travelers from September 1986 to March 1994. Experience, Qualifications, Attributes, and Skills Supporting Directorship Position on the Company’s Board The Board has concluded that Mr. Boulanger should serve as a director because he has substantial knowledge and experience regarding our operations, employees, target markets, strategic initiatives and competitors. |

  31. Class I Directors

    | 14 | SS&C 2025 PROXY STATEMENT |

  32. Class I Directors

    | Independent Director since: 2011 Age: 63 Term Expires: 2026 Committees: Audit Committee, Nominating and Governance Committee (Chair) | David A. Varsano | | | Chairman of the Board and Chief Executive Officer, Pacific Packaging Products | | | Principal Occupation, Business Experience, and Directorships Mr. Varsano was elected as one of our directors in March 2011, has served on the Audit Committee since 2011, and was appointed Chair of the Nominating and Governance Committee in 2016. He is currently the Chairman of the Board and Chief Executive Officer of Pacific Packaging Products, a company specializing in industrial packaging and related solutions and supply chain management services, which he joined in September 1999. Prior to joining Pacific Packaging Products, Mr. Varsano served as the Chief Technology Officer and Vice President of Software Development of SS&C from 1995 to 1999 and as Manager of SS&C Direct from 1998 to 1999. Mr. Varsano was formerly on the Board of Directors of Packaging Distributors of America. Experience, Qualifications, Attributes, and Skills Supporting Directorship Position on the Company’s Board The Board has concluded that Mr. Varsano should serve as a director because he has a broad range of experience relevant to our business and a strong understanding of information technology matters. |

  33. Class I Directors

    | Independent Director since: 2014 Age: 69 Term Expires: 2026 Committees: Compensation Committee | Michael J. Zamkow | | | Retired Partner, Goldman Sachs | | | Principal Occupation, Business Experience, and Directorships Mr. Zamkow was elected as one of our directors in June 2014 and has served on our Compensation Committee since 2016. He retired from Goldman Sachs in November 2001 after a 17 year career, where he was a partner from 1994 to 2001. From 1999 to 2001, Mr. Zamkow was responsible for Goldman Sachs’ fixed income, currency and commodities business. He is a former member of the Board of Trustees of Northeastern University. Experience, Qualifications, Attributes, and Skills Supporting Directorship Position on the Company’s Board The Board has concluded that Mr. Zamkow should serve as a director because he has extensive experience in the financial services industry. |

  34. Class I Directors

    | SS&C 2025 PROXY STATEMENT | 15 |

  35. Class II DirectorS

    Class II DirectorS

  36. Class II DirectorS

    | Independent Director since: 2010 Age: 71 Term Expires: 2027 Lead Independent Director Committees: Compensation Committee, Nominating and Governance Committee | Jonathan E. Michael | | | Retired Chief Executive Officer, RLI Corp. | | | Principal Occupation, Business Experience, and Directorships Mr. Michael was elected as one of our directors in April 2010, has served on the Nominating and Governance Committee since 2013, the Audit Committee from 2010 to June 2024 for which he was Chair for six years, the Compensation Committee since June 2024 for which he has been Chair since then, and as our Lead Independent Director since November 2022. He retired as Chief Executive Officer of RLI Corp., a publicly traded specialty insurance company, at the end of 2021, and subsequently retired as Chairman of its Board in May 2024. Mr. Michael held various other positions at RLI Corp. since joining in 1982, including President and Chief Operating Officer, Executive Vice President, and Chief Financial Officer. He currently serves as an independent board member of Markel Group Inc., Chairman of the Board of TADA Cognitive Solutions, LLC, and Chairman of the Board of Bradley University Board of Trustees. He is also a member of the OSF St. Francis Medical Center Community Advisory Board, Easterseals Central Illinois Foundation Board, and the Gilmore Foundation Board. Experience, Qualifications, Attributes, and Skills Supporting Directorship Position on the Company’s Board The Board has concluded that Mr. Michael should serve as a director because he has extensive experience in the financial services industry, including companies that we seek to target as clients, as well as extensive operational experience as a director and officer of financial services and insurance companies. |

  37. Class II DirectorS

    | Independent Director since: 2024 Age: 64 Term Expires: 2027 Committees: Audit Committee, Nominating and Governance Committee | Debra Walton-Ruskin | | | Former Chief Revenue Officer, London Stock Exchange Group | | | Principal Occupation, Business Experience, and Directorships Ms. Debra Walton-Ruskin was elected as one of our directors and as a member of the Nominating and Governance Committee and our Audit Committee in 2024. She was also elected to serve on our Audit Committee in June 2024. She has spent her career in Global Fintech and had held senior executive positions across product, content, sales, marketing, and data operations. In her last corporate role, she was the Chief Revenue Officer for the London Stock Exchange Group from 2021 to 2022. Prior to that, she was a member of the senior executive team at Refinitiv from 2018 to 2021 that lead its successful sale to Blackstone and its subsequent sale to LSEG. Prior to its sale, Debra held numerous C-suite roles at Thomson Reuters/Refinitiv from 2008 to 2018 including Global Head of Market Development, Chief Data Officer, Chief Product Officer, and Chief Revenue Officer. From 2016 – 2021, as an executive at Thomson Reuters/Refinitiv, and later LSEG, Debra was a director on the board of TradeWeb Markets, a leading, global operator of electronic marketplaces for rates, credit, equities and money markets. Also, during her time at Thomson Reuters/Refinitiv, she served on the boards of its regulated entities including the foreign exchange brokerage and index business. Prior to joining Thomson Reuters/Refinitiv Debra was a partner at Cantor Fitzgerald where she was instrumental in the development of new brokerage business and services including the launch of the Cantor Financial Futures Exchange on whose Board of Directors she served. She currently serves on the Board of Directors of Chef’s Warehouse, Inc., a public company. Ms. Walton-Ruskin speaks globally on diversity and leadership and the importance of ESG more broadly, and currently serves on the board of Springboard Enterprises, a nonprofit that brings together entrepreneurs, investors, and industry experts to help women take their business plans to market. Experience, Qualifications, Attributes, and Skills Supporting Directorship Position on the Company’s Board The Board has concluded that Ms. Walton-Ruskin should serve as a director because she has extensive experience in the global financial services industry, the computer and information services industry, and the management of complex technology organizations. |

  38. Class II DirectorS

    | 16 | SS&C 2025 PROXY STATEMENT |

  39. Executive Officers Who Are Not Directors

    Executive Officers Who Are Not Directors Certain information regarding our executive officers, who are not directors, is set forth below. Generally, the Board elects our officers annually, although the Board or an authorized committee of the Board may elect or appoint officers at other times.

  40. Executive Officers Who Are Not Directors

    | Name | Age | Position(s) | | Rahul Kanwar | 50 | President and Chief Operating Officer | | Brian N. Schell | 59 | Executive Vice President and Chief Financial Officer | | Jason White | 55 | Senior Vice President, General Counsel and Secretary |

  41. Executive Officers Who Are Not Directors

    | Age: 50 | Rahul Kanwar | | | President and Chief Operating Officer | | | Business Experience Rahul Kanwar has served as our President and Chief Operating Officer since August 2018. Prior to that, he served as our Executive Vice President and Managing Director, Alternative Assets from September 2017 to August 2018, and as our Senior Vice President and Managing Director, Alternative Assets, from January 2011 to September 2017. Mr. Kanwar was designated as an executive officer of SS&C in March 2013 and has served as a managing director of SS&C since 2005. Prior to SS&C, Mr. Kanwar was employed by Eisner LLP where he was responsible for managing the Eisnerfast LLC fund administration business. Mr. Kanwar started his career in public accounting. |

  42. Executive Officers Who Are Not Directors

    | Age: 59 | Brian N. Schell | | | Executive Vice President and Chief Financial Officer | | | Business Experience Mr. Schell was appointed as our Executive Vice President and Chief Financial Officer in July 2023. Prior to that, Mr. Schell served as Executive Vice President, Chief Financial Officer and Treasurer of Cboe Global Markets (“Cboe”) since January 2018 and served as interim Chief Human Resources Officer of Cboe from January 2022 to June 2022. Prior to that, he served as Chief Financial Officer of Bats Global Markets, Inc. since March 2011. Prior to that, Mr. Schell worked in various financial roles at H&R Block, the Federal Deposit Insurance Corporation, KPMG and JP Morgan. Mr. Schell chaired securities and futures exchanges boards, which included paid independent boards for those regulated entities. |

  43. Executive Officers Who Are Not Directors

    | Age: 55 | Jason White | | | Senior Vice President, General Counsel and Secretary | | | Business Experience Jason White has served as our Senior Vice President, General Counsel and Secretary of SS&C since September 2021. Prior to that, Mr. White served as our Senior Vice President, Group General Counsel and Assistant Secretary from May 2018 to September 2021. Prior to joining SS&C, Mr. White was a New York Finance Partner and Co-Chair of the General Practice Group at Shearman & Sterling LLP from 2014 to 2018. Prior to his partnership at Shearman, he was a New York Finance Partner at Orrick, Herrington & Sutcliffe, LLP from 2011 to 2014. Prior to his partnership at Orrick, Mr. White worked as an attorney at Barclays Capital in New York from 2005 to 2011, where he was head of Finance Legal Americas and a member of the Legal Management Committee. Mr. White began practicing law in Arizona in 1997. |

  44. Executive Officers Who Are Not Directors

    | SS&C 2025 PROXY STATEMENT | 17 |

  45. Criteria and Skills of Director Nominees

    Criteria and Skills of Director Nominees In considering whether to recommend any particular candidate for inclusion in the Board’s slate of recommended director nominees, the Nominating and Governance Committee applies the criteria specified in its charter. These criteria include the candidate’s:

  46. Criteria and Skills of Director Nominees

    | PROFESSIONALISM Nominees should have a reputation for integrity, honesty and adherence to high ethical standards. | | EXPERTISE Nominees should demonstrate business acumen, experience and an ability to exercise sound judgments in matters that relate to the current and long-term objectives of the Company, and an ability to contribute positively to the decision-making processes of the Company. | | | COMMITMENT Nominees should have a commitment to understanding the Company and its industry and to regularly attending and participating in meetings of the Board and its committees. | | AWARENESS OF CONSTITUENT INTERESTS Nominees should have the ability to understand the sometimes conflicting interests of stockholders, customers, employees and other constituencies of the Company, and should not have, or appear to have, a conflict of interest. | |

  47. Criteria and Skills of Director Nominees

    In terms of criteria for composition of the Board and Board committees, the Nominating and Governance Committee considers issues of judgment, age, skills, background and experience of the directors, with the goal of providing a significant breadth of experience, knowledge and abilities to assist the Board in fulfilling its responsibilities. The director biographies above describe each nominee’s experience, qualifications, attributes and skills that led the Board to conclude that he or she should continue to serve as a member of the Board. Our Board believes that each of the nominees has realized significant professional and personal achievements and possesses the background, talents and experience that are necessary for the Company’s success and the creation of stockholder value.

  48. Non-Employee Director Compensation

    Non-Employee Director Compensation In consultation with its independent compensation consultant, FW Cook, the Board has adopted a market-competitive non-employee director compensation program to help attract and retain talented individuals to serve as our Board members. Under this program, our non-employee directors are eligible to receive an annual cash retainer of $90,000, plus additional cash compensation for services as follows: Lead Independent Director: $50,000; Audit Committee Chair: $30,000; Compensation Committee Chair: $25,000; and Nominating and Governance Committee Chair: $20,000. Our non-employee directors are also eligible for an annual grant of restricted stock unit awards in the amount of $200,000, which are granted annually on or about the time of our annual meeting of stockholders and vest on the earlier of the first anniversary of the grant date or the next stockholder meeting date. In addition, the Company’s historical approach is to provide newly elected directors with an initial grant of restricted stock unit awards in the amount of $100,000, which vest on the first anniversary of the grant date. All of our directors are reimbursed for reasonable out-of-pocket expenses associated with their service on the Board. Mr. Stone, as an employee of the Company, did not receive any additional compensation for Board service. The following table contains information with respect to the compensation of our non-employee directors for fiscal 2024.

  49. Non-Employee Director Compensation

    | Name | Fees earned or paid in cash ($) | RSU award(5)(6) ($) | Total ($) | | Normand A. Boulanger | 90,000 | 200,024 | 290,024 | | Smita Conjeevaram | 120,000(1) | 200,024 | 320,024 | | Michael Daniels(7) | — | — | — | | Jonathan E. Michael | 165,000(2) | 200,024 | 365,024 | | David A. Varsano | 110,000(3) | 200,024 | 310,024 | | Debra Walton-Ruskin | 126,000(4) | 300,069 | 426,069 | | Michael J. Zamkow | 90,000 | 200,024 | 290,024 |

  50. Non-Employee Director Compensation

    (1) Includes $30,000 as audit committee chair. (2) Includes $50,000 and $25,000 as lead independent director and compensation committee chair, respectively. (3) Includes $20,000 as nominating and governance committee chair. (4) Ms. Walton-Ruskin was appointed to the Board effective January 4, 2024 and includes a $26,000 pro-rata annual cash retainer. (5) The amounts in this column reflect the aggregate grant date fair value of stock awards granted to our non-employee directors in fiscal 2024, computed in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718. The assumptions used by us in the valuation of the equity awards are set forth in Note 14 of the notes to our audited consolidated financial statements for the year ended December 31, 2024 included in our Annual Report on Form 10-K filed with the SEC on March 3, 2025. As of December 31, 2024, the aggregate number of stock awards outstanding for each of our non-employee directors, other than Ms. Walton-Ruskin, was 3,339. Stock awards outstanding for Ms. Walton-Ruskin as of December 31, 2024 was 5,012. (6) As of December 31, 2024, the aggregate number of stock options outstanding for each of our non-employee directors was as follows: Mr. Boulanger—653,000; Ms. Conjeevaram—27,000; Mr. Michael—39,000; Mr. Varsano—39,000; and Mr. Zamkow—39,000. Mr. Daniels retired from the Board effective as of the 2024 annual meeting of stockholders and did not receive any director compensation in 2024.

  51. Non-Employee Director Compensation

    | 28 | SS&C 2025 PROXY STATEMENT |

  52. Non-Employee Director Compensation

    We maintain ownership guidelines under which our directors are expected to accumulate and retain a meaningful level of ownership in our stock. Under the stock ownership guidelines, directors are required to hold stock having value equal to at least 5X their annual board cash retainer. As of December 31, 2024, each of our non-employee directors was in compliance with our stock ownership guidelines. For purposes of determining compliance with the ownership guidelines, the following shares are counted as being owned: • Shares owned by the director, individually or jointly with such person’s spouse; • Shares held in a trust established by the director for the benefit of such person and/or his or her family members; • Shares underlying any vested deferred stock units held by the director; and • 50% of shares underlying unvested of time-based restricted stock or restricted stock unit awards. In 2024, we revised the stock ownership guidelines so that shares underlying the in-the-money portion of vested, unexercised stock options no longer count toward satisfaction of the ownership thresholds. Additionally, shares underlying unvested and unearned performance awards or unvested stock options do not count toward satisfaction of the ownership thresholds. There are no time periods within which a director must attain the applicable stock ownership level. We also have adopted an anti-hedging/anti-pledging policy that prohibits our directors from engaging in any transactions that are designed to hedge or speculate on any change in the market value of our common stock.

  53. Non-Employee Director Compensation

    | SS&C 2025 PROXY STATEMENT | 29 |

  54. Non-Employee Director Compensation

    We are providing our stockholders the opportunity to vote to approve, on an advisory, non-binding basis, the compensation of our named executive officers as disclosed in this proxy statement in accordance with the SEC’s rules. This proposal, which is commonly referred to as “say-on-pay,” is required by the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, which added Section 14A to the Exchange Act. Our executive compensation programs are designed to attract, retain and motivate our named executive officers, who are critical to our success. Under these programs, our named executive officers are rewarded for successful performance on our near-term and longer-term financial and strategic goals and for driving corporate financial performance and stability. The programs contain elements of cash and equity-based compensation and are designed to align the interests of our executives with those of our stockholders. We have designed the annual cash bonus and long-term incentive program components of our executive compensation program in response to feedback we received from stockholders through a robust stockholder engagement process in 2022 and 2023. In 2024, we maintained the same programs that were implemented as a result of this process. Our programs are designed to ensure that our executive compensation aligns with prevailing market practice and promotes pay for performance. In particular, we have adopted a formulaic annual cash bonus program under which target bonus opportunities are established for each executive and are earned and paid in cash based on the achievement of pre-established, objective performance metrics. In addition, our long-term incentive program reflects a market-based award mix of performance-vesting stock units (PSUs), time-based stock options and time-vesting RSUs, with awards granted based on an aggregate target value on the date of grant, rather than a target number of shares, to promote year-over-year stability and align with prevailing market practice. At the 2023 annual meeting, shareholders had the opportunity to vote, on an advisory, non-binding basis, on the frequency of our “say-on-pay” votes. Shareholders supported a resolution that we hold a “say-on-pay” vote every year in accordance with the Board’s recommendation. Accordingly, we will be holding “say-on-pay” votes on an annual basis, with the next “say-on-pay” vote to occur at the 2026 Annual Meeting of Stockholders. For additional details regarding the components of our executive compensation program, see the Compensation Discussion & Analysis continuing on page 38 of this proxy statement. The Board is asking stockholders to approve a non-binding advisory vote on the following resolution. This vote is advisory and therefore not binding on the Company, the Compensation Committee or the Board. The Board and the Compensation Committee value the opinions of our stockholders and, to the extent there is any significant vote against the named executive officer compensation as disclosed in this proxy statement, we will consider those stockholders’ concerns, and the Compensation Committee will evaluate whether any actions are necessary to address those concerns. RESOLVED, that the compensation paid to our named executive officers, as disclosed pursuant to Item 402 of Regulation S-K, including the compensation discussion and analysis, the compensation tables and any related narrative disclosures in this proxy statement, is hereby approved.

  55. Non-Employee Director Compensation

    | The board of directors recommends that you vote to approve the compensation of our named executive officers by voting FOR proposal 2. |

  56. Non-Employee Director Compensation

    | 30 | SS&C 2025 PROXY STATEMENT |

  57. OVERVIEW

    | | Features | Our Compensation Program | | | Bonus Targets | Each NEO has a target bonus opportunity established by the Compensation Committee | | | Predetermined weighting of metrics | There are four equally weighted Company financial metrics for bonuses: (i) adjusted revenue, (ii) organic revenue growth, (iii) operating cash flow and (iv) adjusted consolidated EBITDA | | | Formulaic payout determinations | Bonus payouts based on achievement of pre-established financial metrics, with a potential of up to +/-25% strategic modifier adjustment based on the Compensation Committee’s holistic assessment of overall business and individual performance against pre-established strategic KPIs | | | Cap on payouts | Bonus payouts capped at 250% of target; no payout if goals are achieved below threshold performance level | | | Form of payouts | Bonus payouts made 100% in cash in the year following the performance year | | | Annual grants based on target value on the date of grant | Each NEO has a target value on the date of grant from which the number of shares is determined and which is set based on a review of competitive market data and company and individual performance | | | Award mix | Grants are comprised 50% of PSUs, 25% of time-based stock options and 25% of RSUs | | | Range of pre-established performance metrics | PSUs vest based on achievement of a three-year average annual EPS growth metric, with an up to +/-20% performance modifier based on relative TSR achievement There will be no upward modifier applied to PSUs if the Company’s absolute TSR over the performance period is negative | | | Cap on payouts | Total payout of PSUs cannot exceed 200% of target (including the modifier) |

  58. Performance Goals Promote Strategic Execution and Shareholder Value Creation

    Performance Goals Promote Strategic Execution and Shareholder Value Creation In designing our compensation program, the Compensation Committee focuses on ensuring that our compensation program closely aligns the interests of our NEOs with those of stockholders by incorporating financial performance measures that compensate our NEOs for the execution of our strategic plan, which is intended to create stockholder value. For 2024, the Compensation Committee, together with FW Cook and in consultation with our CEO, selected the performance measures set forth in the following table for use in our annual bonus program and long-term incentive program. These performance measures were unchanged from 2023 as the Compensation Committee believes they holistically reflect our compensation strategy. The Compensation Committee believes that the interplay of the four annual financial performance metrics under our annual bonus program combined with the three-year adjusted EPS growth metric and relative TSR modifier under our long-term incentive program complement one another and provide quantitative, objective performance goals that strongly link our NEOs’ pay with Company performance against key measures of success and stockholder value creation.

  59. Performance Goals Promote Strategic Execution and Shareholder Value Creation

    | Annual Bonus Program | Adjusted Revenue | Measures top-line revenue performance of the Company | | | Organic Revenue Growth | Measures the growth of SS&C’s core business apart from the effects of acquisitions | | | Operating Cash Flow | Measures cash after capital investments that allow us to repay indebtedness, make strategic investments and return capital to shareholders | | | Adjusted Consolidated EBITDA | Key profitability measure, which gauges the costs of the Company’s capital structure and is used in the Company’s senior credit facilities | | Long-Term Incentive Program | Adjusted EPS Growth | Reflects profitability growth on a per-share basis over a 3-year period | | | Relative TSR Modifier | Measures the total shareholder return of investing in the Company against the Company’s disclosed peers over a three-year period |

  60. Pay for Performance

    Pay for Performance For 2024, approximately 96% our CEO’s and 94% of our other NEOs’ (on average) total direct compensation was performance-based and reflects the Compensation Committee’s review of our overall financial performance. In furtherance of our pay for performance philosophy, the Compensation Committee made compensation decisions for 2024 that are directly reflective and correlative of the Company’s business and operational performance achievements in 2024 as shown above. This relationship between pay and performance exemplifies the Compensation Committee’s commitment to establish a direct link between executive pay and tangible strategic and financial results. Specifically: • We achieved performance between the target and maximum levels in each of the annual bonus metrics during 2024. The aggregate results led to an overall 2024 bonus payout to our named executive officers of 189.5% of target levels. The amount earned for each metric ranged from 153.5% for operating cash flow to 212.6% for adjusted revenue. • The strategic modifier component of the annual bonus program enables the Compensation Committee to evaluate overall business and individual performance and determine whether an upward or downward adjustment is appropriate in light of a number of factors, including the macro-economic environment; for 2024, the Compensation Committee determined that no adjustment would be applied under the strategic modifier component of the 2024 annual bonus program. • We utilize rigorous performance goals in our long-term equity incentive program that provide payouts upon attaining high levels of sustained performance. For the PSOs granted to our NEOs (other than Mr. Schell) in December 2021 (which had a 2022-2024 performance period), the awards paid out at 81.76%. For additional details regarding the payout of these awards, see “Performance-based stock option performance period that concluded in 2024” on page 43 of this proxy statement.

  61. Compensation Best Practices

    | | WHAT WE DO | | WHAT WE DON’T DO | | | Require the Compensation Committee to solely comprise of independent board members | | Don’t provide excise tax gross ups to our executive officers | | | Utilize an independent compensation consultant engaged by the Compensation Committee | | Don’t provide excess perquisites or personal benefits to our executive officers | | | Emphasize pay for performance and consider competitive data in setting our executive’s compensation | | Don’t allow for repricing or cash buyouts of underwater stock options and stock appreciation rights without stockholder consent | | | Provide formula-based annual cash incentive opportunities | | | | | Cap payouts on annual bonuses and PSU awards | | Don’t allow our executives to engage in any transactions that are designed to hedge or pledge company stock | | | Apply rigorous performance goals to annual and multi-year performance awards | | | | | Review and consider executive officer compensation in connection with a peer group, as a market-based reference point | | No acceleration of equity awards on a “single-trigger” basis on a change in control for our named executive officers for grants made on or after December 2020 | | | Maintain stock ownership guidelines for our executives and non-employee directors that promote accumulation and retention of our stock with market leading levels of required stock ownership (e.g., 10x salary for our CEO) | | | | | Maintain two incentive compensation clawback policies - one mandated by the Dodd-Frank Act applying to incentive compensation awarded to our executives based on a financial measure in the event of a financial restatement without regard to fault or misconduct by our executives, and a second policy going beyond Dodd-Frank Act requirements, and applying to all incentive compensation, including cash bonuses and time-based vesting awards (in addition to performance based incentive awards and other incentive compensation based on a financial measure), if our executives’ misconduct is a significant contributing factor to the need for a financial restatement | | Don’t pay dividends or dividend equivalents in respect of any unvested or unearned equity awards | | | Grant at least half of a senior executive’s annual long-term incentives in the form of performance-based awards | | Don’t maintain any defined benefit pension plans or supplemental executive retirement plans for our executives |

  62. Process for Administering Our Executive Compensation Practices

    | January-March | | • Review and assess business and individual performance against prior year metrics • Certify performance results and determine compensation payout levels for the prior year • Review compensation policies and assess the risks arising from them | | • Review corporate goals and objectives for current year • Establish target pay levels, including approval of performance metrics and goal calibration for the annual bonus programs and PSU grants in the current year • Approve annual equity incentive grants for the current year | | April-December | | • Review say-on-pay results and engage with stockholders • Consider and review adjustments to compensation programs based on feedback received from stockholders and evolving strategic objectives • Review compensation peer group, peer group pay levels for executives and non-employee directors, and market trends • Review compensation policies, including any required modifications based on regulatory developments • Develop agenda for following compensation year |

  63. Guidance from Independent Compensation Consultant

    Guidance from Independent Compensation Consultant Since 2020, the Compensation Committee has engaged FW Cook as its independent compensation consultant to provide advice and analysis to the Compensation Committee as part of its comprehensive review of our executive compensation programs. FW Cook’s assistance includes competitive market analysis of our pay for performance alignment, incentive program design, and market positioning among our peer group, which informs the Compensation Committee’s decision-making. FW Cook is retained by and reports to the Compensation Committee and, upon the request of the Compensation Committee, participates in committee meetings. Other than services provided to the Compensation Committee, FW Cook did not provide any services to the Company in 2024. Each year, the Compensation Committee evaluates the independence of its compensation consultant to determine whether the services provided by the consultant raise any conflicts of interest, and has determined that its engagement of FW Cook has not presented any conflicts of interest.

  64. Competitive Landscape

    Competitive Landscape Working with FW Cook, the Compensation Committee establishes a peer group from which it reviews relevant competitive compensation data to help inform its decisions regarding executive pay levels and program design. For 2024 executive compensation, the peer group was unchanged from the list set forth in the 2024 Executive Compensation Program Changes section of our 2024 Proxy (“2024 Peer Group”), except for the removal of VMware due to its merger with another company not in our 2024 Peer Group. The 2024 Peer Group was initially recommended by FW Cook and re-approved by the Compensation Committee considering company size, industry relevance, and shared client base. The group is constructed such that, in totality, it represents a reasonable market reference point, placing us near the median of the group in terms of revenue. This group is reviewed annually for continued suitability. The 17 companies comprising the 2024 Peer Group for 2024 executive officer compensation are:

  65. 2024 Peer Group

    2024 Peer Group

  66. 2024 Peer Group

    | • Autodesk (Nasdaq: ADSK) • Block (f.k.a Square) (NYSE: SQ) • Bread Financial Holdings (f.k.a. Alliance Data Systems) (NYSE: BFH) • Broadridge Financial Solutions (NYSE: BR) • Concentrix (Nasdaq: CNXC) • DXC Technology (NYSE: DXC) • Euronet Worldwide (Nasdaq: EEFT) • FactSet Research Systems (NYSE: FDS) | • Global Payments (NYSE: GPN) • Intuit (Nasdaq: INTU) • Jack Henry & Associates (Nasdaq: JKHY) • Maximus (NYSE: MMS) • Palo Alto Networks (Nasdaq: PANW) • Paychex (Nasdaq: PAYX) • Synopsys (Nasdaq: SNPS) • The Western Union Company (NYSE: WU) • Workday (Nasdaq: WDAY) |

  67. 2024 Peer Group

    | 36 | SS&C 2025 PROXY STATEMENT |

  68. Elements of Our Compensation Program

    | | | Purpose | Performance Goals/Vesting | Key Features | | | | Provides certainty and predictability to meet ongoing living and other financial commitments Fixed compensation in exchange for investing in a career with SS&C | N/A | The only fixed component of our executive compensation program | | | | Focus executive officers on achievement of annual growth, profitability and cash flow goals that drive sustainable stockholder value creation over the longer-term | Corporate Performance Metrics: • Adjusted revenue (25%) • Organic revenue growth (25%) • Operating cash flow (25%) • Adjusted consolidated EBITDA (25%) Individual Performance: +/-25% strategic modifier adjustment based on a holistic review of overall business and individual performance against strategic KPIs including for 2023: • Strategic initiatives • Human capital management • Individual leadership goals | Annual target bonuses established by the Compensation Committee Paid 100% in cash Maximum payout capped at 250% of target No payout if performance falls below threshold levels for all metrics | | | | Closely aligns our NEOs’ interests with the long-term interests of our stockholders and promotes the retention of our executive team | PSUs are earned and vest between 0% and 200% based on achievement of a three-year average EPS performance goal and are subject to a 20% modifier adjustment based on achievement of relative TSR performance metric during the three-year performance period. No upward modifier applied to PSUs if the Company’s absolute TSR over the performance period is negative Total payout cannot exceed 200% of target (including the modifier) Time-based RSUs vest in equal annual installments over three years | Number of shares underlying each award is based on the executive’s aggregate target value on the date of grant Grants are comprised 50% of PSUs, 25% of time-based stock options and 25% of RSUs | | | | | Time-based stock options vest 25% on the first anniversary of the grant date, and 1/36 of the remaining number monthly until the fourth anniversary of the grant date | |

  69. Base Salary

    Base Salary Base salary is used to recognize the experience, skills, knowledge and responsibilities required of all our employees, including our named executive officers, and is the only fixed component of our executive compensation program. Base salaries are reviewed at least annually by the Compensation Committee and are adjusted from time to time to realign salaries with market levels after taking into account the performance of the Company and each executive officer’s responsibilities, performance and experience. In establishing base salaries for 2024, the Compensation Committee considered a variety of factors, including competitive market data, the seniority of the individual, the level of the individual’s responsibility, the Company’s ability to replace the individual, the individual’s tenure at the Company, relative pay among the executive officers, and our Chief Executive Officer’s input. The Compensation Committee deliberates and approves the base salary of our Chief Executive Officer without his presence. The Compensation Committee approved an annual target total cash compensation structure for each of our NEOs, including the base salaries set forth in the table below and the annual target bonus opportunities set forth under “Annual Bonus” below. 2024 base salaries were maintained at the same levels as 2023. Additionally, the Compensation Committee determined not to increase base salaries for 2025. The following table shows the annual base salaries of our NEOs for 2024 and 2025.

  70. Annual Bonus

    Annual Bonus

  71. Our Annual Bonus Program

    Our Annual Bonus Program We maintain a formulaic, target-based annual bonus program that aims to provide incentives to our executive officers that drive annual performance based on our operating plan and individual performance goals, while retaining the ability to adjust payouts based on the Compensation Committee’s holistic assessment of overall Company performance in the business environment and each NEO’s individual performance during the year (which we refer to as the “strategic modifier”). At the beginning of each year, the Compensation Committee, with input from our management team, will establish target bonus opportunities as well as corporate performance factors and payout formulas. The performance goals are intended to be rigorous and promote our agenda to create stockholder value.

  72. 2024 Target Bonus Opportunity

    2024 Target Bonus Opportunity The Compensation Committee established the following target bonus opportunities for each of our NEOs in 2024, which were set considering competitive data from our 2024 Peer Group, and which were maintained at the same levels as 2023.

  73. 2024 Target Bonus Opportunity

    | Named Executive Officer | 2024 Target Bonus Opportunity ($) | | William C. Stone | $5,000,000 | | Rahul Kanwar | $4,000,000 | | Brian N. Schell | $1,400,000 | | Jason White | $1,000,000 |

  74. Components of 2024 Annual Bonus Program

    Components of 2024 Annual Bonus Program The components of our 2024 annual bonus program included a company performance factor consisting of four equally-weighted performance metrics, representing key drivers of sustainable stockholder value creation for our Company, and an individual strategic modifier. Achievement of the company performance factor is based on the level of attainment of rigorous pre-established financial performance goals set forth below, while the strategic modifier is intended to provide the Compensation Committee with an opportunity to make an upwards or downwards adjustment of as much as 25% based on a holistic assessment of overall Company performance in the business environment and each executive’s performance against pre-established strategic KPIs. This strategic modifier provides the Compensation Committee with the ability to more closely tailor annual bonus payouts based on its evaluation of strategic goal attainment and an assessment of individual performance over the year, thereby further reinforcing the Company’s culture of performance and accountability. The target achievement levels established for the Company performance factors used for the 2024 performance year aligned with guidance that the Company provided to the market in connection with our Q4 and Full Year 2023 Earnings Results shared on February 13, 2024. Actual bonus payouts for each NEO ranges between 50% and 250% of his or her target annual bonus opportunity, provided that no payout is provided for any metric that does not achieve threshold performance and if achievement of all company performance factors is less than threshold performance, then there is no payout of annual bonuses. Payouts are linearly interpolated for achievement between stated performance levels.

  75. Components of 2024 Annual Bonus Program

    | TARGET BONUSX | COMPANY PERFORMANCE FACTORX | STRATEGIC MODIFIER (+/-25%) | = | ACTUAL BONUS |

  76. Components of 2024 Annual Bonus Program

    | | | 2024 Goal Calibration* | | | Payout Calibration | | | | CPF Metrics | Wgt. | Thresh. | Target | Max. | Thresh. | Target | Max. | | Adjusted Revenue(1) | 25% | $5,623.5 | $5,767.7 | $5,911.9 | 50% | 100% | 250% | | Organic Revenue Growth(1) | 25% | 2.0% | 4.5% | 7.0% | 50% | 100% | 250% | | Operating Cash Flow(1) | 25% | $1,274.9 | $1,342.0 | $1,409.1 | 50% | 100% | 250% | | Adjusted Consolidated EBITDA(1) | 25% | $2,125.6 | $2,237.5 | $2,349.4 | 50% | 100% | 250% |

  77. Components of 2024 Annual Bonus Program

    *Dollar amounts in the table reflected in millions (1) Adjusted Revenue, Organic Revenue Growth, Operating Cash Flow and Adjusted Consolidated EBITDA are non-GAAP financial measures. See Appendix A for definitions and reconciliations of all non-GAAP financial measures referenced herein. For the 2024 performance year, the Compensation Committee selected the following strategic modifier KPI categories under the annual bonus program: (i) strategic initiatives (e.g., product launches, acquisitions and divestitures), (ii) human capital management (e.g., employee engagement, leadership and exemplification of culture and values and succession/leadership development); and (iii) individual leadership goals and objectives. The Compensation Committee, with input from our CEO, takes a measured approach on this performance review to ensure that our executives are appropriately motivated and incentivized to continue to perform at high levels and to avoid any incentives for excessive risk-taking.

  78. Components of 2024 Annual Bonus Program

    | 40 | SS&C 2025 PROXY STATEMENT |

  79. 2024 Annual Bonus Program Results

    2024 Annual Bonus Program Results In early 2025, the Compensation Committee assessed the Company’s achievement of the company performance factor and made final decisions with respect to application of the strategic modifier and payout of 2024 annual bonuses. The table below sets forth the achievement of each financial metric under the company performance factor of the 2024 bonus program. The 2024 targets for each company performance factor metric reflects growth from 2023 actual results. Based on this achievement, the aggregate achievement of the company performance factor was determined to be 189.5% of target levels (with dollar amounts in the table reflected in millions).

  80. 2024 Annual Bonus Program Results

    | Company Performance Factor Metric | 2024 Target | 2024 Actual Performance | 2024 Bonus Payout Level (as a % of target) | | Adjusted Revenue(1) (2) | $5,767.7 | $5,875.9 | 212.6% | | Organic Revenue Growth(1) | 4.5% | 6.1% | 196.0% | | Operating Cash Flow(1)(2) | $1,342.0 | $1,385.0 | 153.5% | | Adjusted Consolidated EBITDA(1)(2) | $2,237.5 | $2,277.4 | 196.1% |

  81. 2024 Annual Bonus Program Results

    (1) Adjusted Revenue, Organic Revenue Growth, Operating Cash Flow and Adjusted Consolidated EBITDA are non-GAAP financial measures. See Appendix A for definitions and reconciliations of all non-GAAP financial measures referenced herein. (2) In determining the achievement of the Company Performance Factor metrics under our 2024 annual bonus program, the Compensation Committee reviewed and approved an adjustment to the Adjusted Revenue, Operating Cash Flow and Adjusted Consolidated EBITDA metrics to account for the impact of foreign currency exchange rate fluctuations, which resulted in a downward adjustment of $9.8 million to the Adjusted Revenue metric, $3.6 million to the Operating Cash Flow metric and $3.6 million to the Adjusted Consolidated EBITDA metric under the 2024 annual bonus program. Accordingly, the above stated actual results for the Adjusted Revenue, Operating Cash Flow and Adjusted Consolidated EBITDA metrics utilized under our 2024 annual bonus program is different from that used by us for other purposes, including as described on page 33 of this Proxy Statement. The Compensation Committee also considered the achievement against the strategic KPI categories described above as well as relative Company performance in the macro business environment. Following robust discussions, the Compensation Committee determined that no upward or downward modifier would be applied to the NEOs’ annual bonus payouts for 2024 under the strategic modifier component of our annual bonus program for 2024. The table below reflects the actual annual bonuses awarded to our named executive officers for 2024 performance.

  82. 2024 Annual Bonus Program Results

    | Named Executive Officer | 2024 Target Bonus Opportunity ($) | Company Performance Factor (%) | Strategic Modifier Adjustment (%) | 2024 Bonus Payouts | | William C. Stone | $5,000,000 | 189.5% | N/A | $9,475,000 | | Rahul Kanwar | $4,000,000 | 189.5% | N/A | $7,580,000 | | Brian N. Schell | $1,400,000 | 189.5% | N/A | $2,653,000 | | Jason White | $1,000,000 | 189.5% | N/A | $1,895,000 |

  83. 2024 Annual Bonus Program Results

    | SS&C 2025 PROXY STATEMENT | 41 |

  84. Long-Term Incentive Equity Awards

    Long-Term Incentive Equity Awards The Compensation Committee believes that equity-based long-term incentive compensation is a critical component of our executive compensation program and is committed to the use of a program that appropriately motivates and incentivizes our NEOs and aligns their interests with those of our stockholders. Our long-term incentive compensation program has evolved over recent years to incorporate and emphasize performance-based equity awards that are intended to promote alignment of our executive interests with those of our stockholders and to promote long-term stockholder value creation. Since 2023, grants under the long-term incentive program are comprised of 50% of PSUs, 25% of time-based stock options and 25% of RSUs, and each NEO receives equity incentive awards based on an aggregate target value on the date of grant (as opposed to a target share number). The targeted grant date fair value is determined by the Compensation Committee each year after a holistic consideration of competitive data and individual-specific factors for our executive officers. The table below sets forth the approved target value for each of the equity awards granted to our NEOs under our compensation program in 2024, which were maintained at the same levels as 2023.

  85. Long-Term Incentive Equity Awards

    | Name | PSUs ($) | Stock Options ($) | RSUs ($) | Aggregate Target Value ($) | | William C. Stone | $7,500,000 | $3,750,000 | $3,750,000 | $15,000,000 | | Rahul Kanwar | $6,000,000 | $3,000,000 | $3,000,000 | $12,000,000 | | Brian N. Schell | $2,000,000 | $1,000,000 | $1,000,000 | $4,000,000 | | Jason White | $2,250,000 | $1,125,000 | $1,125,000 | $4,500,000 |

  86. PSUs

    PSUs To foster strong focus on long-term performance and changes in shareholder value, PSUs are the most significant single component of the annual award mix under our long-term incentive program, comprising one-half of the total target value of the long-term incentive program awards. The Compensation Committee believes that emphasizing performance-based awards in the form of PSUs in the overall equity award mix is closely aligned with market practice, places a strong emphasis on pay-for-performance, and aligns the NEOs’ compensation with long-term stockholder value creation. For PSUs granted in 2024 (“2024 PSUs”), the Compensation Committee selected a performance goal comprised of a three-year average annual EPS growth rate, which is measured based on our Adjusted Diluted EPS (“3-Year EPS Growth”). The Compensation Committee believes that the 3-Year EPS Growth metric will closely align the potential payout of the 2024 PSUs to the value ultimately realized by our stockholders over a similar time horizon, and complements the financial performance measures used in the annual cash bonus program described under “Annual Bonus” above. The 2024 PSUs will be eligible to become earned and vest between 0% and 200% of target levels based on the achievement of the three-year EPS Growth metric over a three-year performance period from January 1, 2024 through December 31, 2026, as set forth in the table below (with linear interpolation applied between performance levels), subject generally to the NEO’s continued employment with us through the final determination of the satisfaction of the performance goals by the Compensation Committee, expected to occur in early 2027. The Committee believes that these performance targets represent rigorous performance goals based on the Company’s recent historical growth rates, and that if the PSUs are earned at or above target levels, it will result in significant value creation for our stockholders.

  87. PSUs

    | Adjusted Diluted EPS Growth Rate | Payout Percentage | | 11% (maximum) | 200% | | 7.5% (target) | 100% | | 4% (threshold) | 50% | | <4%) (below threshold) | 0% |

  88. PSUs

    | 42 | SS&C 2025 PROXY STATEMENT |

  89. PSUs

    In addition, the ultimate payout of the 2024 PSUs is also subject to a relative TSR performance modifier based on the percentile ranking of our TSR over the three-year performance period relative to that of the companies comprising our compensation benchmarking peer group described under “Competitive Landscape”, as set forth in the table below. Once the achievement of 3-Year EPS Growth is calculated, the relative TSR modifier will then be applied to the 2024 PSU payout level, with the ultimate payout level adjusted upwards or downwards by up to 20% (subject to the maximum 200% payout). No upward modifier will be applied if our absolute TSR is negative for the three-year performance period. The Compensation Committee has incorporated the relative TSR metric as a performance modifier to the PSUs to more directly link the long-term incentive compensation program to our stockholders’ returns. As a result, the use of this relative TSR modifier set at the 55th percentile to enhance rigor will reward the NEOs for sustained market outperformance, as well as regulate payouts for market underperformance, even if the 3-Year EPS Growth metric is achieved at or above-target.

  90. PSUs

    | Relative TSR Modifier | Modifier % | | ≥ 80th percentile | +20% | | 55th percentile | 0% | | ≤ 30th percentile | -20% |

  91. Stock Options

    Stock Options Stock options are a key component of the annual equity award mix, and comprise 25% of the total target value of the long-term incentive program awards. The Compensation Committee continues to believe that stock options play an effective role in linking pay with performance in that our stock price must appreciate following the grant date in order for the options to deliver any value to the NEOs. The stock options granted in 2024 (“2024 Options”) will vest over a four-year period from the grant date, with 25% vesting on the first anniversary of the grant date and the remaining 75% vesting in equal monthly installments for three years thereafter, subject generally to the NEO’s continued employment with us through each vesting date.

  92. RSUs

    RSUs The Compensation Committee believes the RSU component of the annual equity award mix under our long-term incentive program promotes executive retention by linking RSU vesting to continuous employment requirements. The RSU component comprises 25% of the total target value of the long-term incentive program awards. While there are no express performance conditions applicable to the RSUs, the RSU awards are inherently performance-based and aligned with stockholder value creation, as the value of the shares ultimately realized by the NEOs on vesting will be directly impacted by our stock price. The RSUs granted in 2024 (“2024 RSUs”) will vest in equal annual installments on each of the first three anniversaries of the grant date, subject generally to the NEO’s continued employment with us through each vesting date.

  93. Performance-based stock option performance period that concluded in 2024

    Performance-based stock option performance period that concluded in 2024 In February 2025, the Compensation Committee reviewed our results for the performance period associated with PSOs granted to Messrs. Stone, Kanwar and White in December 2021, which had a 2022 – 2024 performance period (the “December 2021 PSOs”) which are summarized in the table below.

  94. Performance-based stock option performance period that concluded in 2024

    | | December 2021 PSOs | | | Performance period | 2022 – 2024 | | | Performance metric | Average Annual Adjusted Diluted EPS Growth Rate | | | Maximum – Growth Rate / Vesting Percentage | 10.5% | 200% | | Target – Growth Rate / Vesting Percentage | 4.5% | 100% | | Threshold – Growth Rate / Vesting Percentage | 2.5% | 75% | | Below Threshold – Growth Rate / Vesting Percentage | <2.5% | 0% | | Actual results – Growth Rate / Vesting Percentage | 3.04% | 81.76% |

  95. Performance-based stock option performance period that concluded in 2024

    Following the certification of the performance goals by the Compensation Committee, Mr. Stone received 183,960 PSOs, Mr. Kanwar received 143,080 PSOs and Mr. White received 73,584 PSOs.

  96. Equity Grant Practices

    Equity Grant Practices We do not have a formal policy with respect to the timing of grants of our equity awards, but the Compensation Committee has historically granted such awards on a predetermined schedule, in the first calendar quarter of each year, at regularly scheduled meetings of the Compensation Committee scheduled approximately one year in advance. From time to time, we also grant equity awards in connection with new hires and promotion, and the timing of such grants are driven by the timing of the hiring or promotion. We do not schedule our equity

  97. Equity Grant Practices

    | SS&C 2025 PROXY STATEMENT | 43 |

  98. Equity Grant Practices

    grants in anticipation of the release of material, non-public information (“MNPI”), nor do we time the release of MNPI based upon the grant dates of equity awards. The Compensation Committee does not take MNPI into account when determining the timing and terms of our equity award grants. In the event MNPI becomes known to the Compensation Committee prior to granting an equity award, the Compensation Committee would use its business judgment to determine whether to delay the grant of equity awards.

  99. 2025 Executive Compensation Program Changes

    2025 Executive Compensation Program Changes The Compensation Committee has not made and does not expect to make significant changes to the executive compensation program design in 2025 compared to 2024. The size, terms and components of base salary, target annual bonus and long-term incentive equity grants are expected to be unchanged in 2025. In connection with its regular annual review of our market competitiveness among our peers in August 2024, the Compensation Committee determined not to make changes to the comparison companies peer group from the 2024 Peer Group.

  100. Employment Agreements and Severance and Change of Control Benefits

    Employment Agreements and Severance and Change of Control Benefits Mr. Stone and Mr. Schell are currently the only NEOs with employment agreements or any contractual severance entitlements upon a termination of employment (other than with respect to any “double-trigger” equity acceleration, as described under “Potential Payments upon Termination or Change of Control below). Mr. Stone’s and Mr. Schell’s agreements provide for certain payments and benefits in the event of specified termination of employment scenarios, as described in detail under “Potential Payments Upon Termination or Change of Control” below.

  101. Summary Compensation Table

    Summary Compensation Table The following table contains information with respect to the compensation earned by our named executive officers for the fiscal years ended December 31, 2024, 2023 and 2022.

  102. Summary Compensation Table

    | Name and Principal Position | Year | Salary ($) | Bonus ($) | Stock awards ($)(1) | Option awards ($)(1) | Non-equity incentive plan compensation ($)(2) | All other compensation ($)(3) | Total ($) | | William C. Stone | 2024 | 1,000,000 | — | 11,637,069(4) | 3,750,228 | 9,475,000 | 8,396 | 25,870,693 | | Chief Executive Officer | 2023 | 1,000,000 | — | 11,798,896 | 3,750,824 | 3,540,000 | 8,444 | 20,098,164 | | | 2022 | 875,000 | — | 8,102,003 | — | 3,825,000 | 8,389 | 12,810,392 | | Rahul Kanwar | 2024 | 800,000 | — | 9,309,615(4) | 3,000,196 | 7,580,000 | 8,317 | 20,698,128 | | Chief Operating Officer | 2023 | 800,000 | — | 9,439,128 | 3,000,666 | 2,832,000 | 8,355 | 16,080,149 | | | 2022 | 673,958 | — | 6,074,705 | — | 3,060,000 | 8,334 | 9,816,997 | | Brian N. Schell (5) | 2024 | 600,000 | — | 3,103,270(4) | 1,000,077 | 2,653,000 | 8,238 | 7,364,585 | | Chief Financial Officer | 2023 | 240,909 | — | 8,756,250 | 999,846 | 991,200 | 89 | 10,988,293 | | Jason White | 2024 | 500,000 | — | 3,491,213(4) | 1,125,073 | 1,895,000 | 8,198 | 7,019,484 | | Chief Legal Officer | 2023 | 500,000 | — | 3,539,773 | 1,125,254 | 708,000 | 8,222 | 5,881,249 | | | 2022 | 494,792 | — | 1,516,879 | — | 765,000 | 8,220 | 2,784,891 |

  103. Summary Compensation Table

    (1) The amounts in these columns reflect the aggregate accounting grant date fair value of stock and option awards granted to our named executive officers during the applicable year, computed in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718, excluding the effect of estimated forfeitures and, for performance-based awards, based on the probable outcome of the performance conditions as of the grant date. The assumptions used by us in the valuation of the equity awards are set forth in Note 14 of the notes to our audited consolidated financial statements for the year ended December 31, 2024 included in our Annual Report on Form 10-K filed with the SEC on March 3, 2025. (2) Amounts reflected for the applicable year reflect annual cash bonuses earned in respect of performance for such year and paid early in the following year. Bonuses earned in respect of 2024 performance are described in “Compensation Discussion and Analysis – Annual Bonus” above. (3) All other compensation for 2024 consists of the following (refer to Benefits and No Excessive Perquisites on page 44):

  104. Summary Compensation Table

    | Name | 401(k) Match | Life Insurance Premiums | Total Other Compensation | | William C. Stone | $8,000 | $396 | $8,396 | | Rahul Kanwar | 8,000 | 317 | 8,317 | | Brian N. Schell | 8,000 | 238 | 8,238 | | Jason White | 8,000 | 198 | 8,198 |

  105. Summary Compensation Table

    (4) Amounts represent the accounting grant date fair value of 2024 RSUs and PSUs granted, as further described under “Compensation Discussion and Analysis – Long-Term Incentive Equity Awards” above. Assuming the maximum level of the performance conditions will be achieved related to the PSUs, the value of these awards would be the following as of the grant date:

  106. Summary Compensation Table

    | | Maximum Value | | Name | 2024 PSUs | | William C. Stone | $15,774,074 | | Rahul Kanwar | 12,619,204 | | Brian N. Schell | 4,206,446 | | Jason White | 4,732,304 |

  107. Summary Compensation Table

    Brian N. Schell was appointed to serve as the Company’s Executive Vice President and Chief Financial Officer effective August 7, 2023.

  108. Summary Compensation Table

    | 46 | SS&C 2025 PROXY STATEMENT |

  109. 2024 Grants of Plan-Based Awards

    2024 Grants of Plan-Based Awards The following table sets forth information regarding grants of compensation in the form of plan-based awards made during 2024 to our named executive officers.

  110. 2024 Grants of Plan-Based Awards

    | | | Estimated future payouts under non-equity incentive plan awards(1) | | | Estimated future payouts under equity incentive plan awards(2) | | | All other stock awards: number of shares | All other option awards: number of securities | Exercise price of | Grant date fair value 'of stock | | Name | Grant date | Threshold ($) | Target ($) | Maximum ($) | Threshold | Target | Maximum | of stock or units (#) | underlying options (#) | option awards ($/share) | and option awards ($)(4) | | William | 2/22/2024 | — | — | — | 87,156 | 116,208 | 232,416(3) | — | — | — | 7,887,037 | | C. Stone | 2/22/2024 | — | — | — | — | — | — | 58,104 | — | — | 3,750,032 | | | 2/22/2024 | — | — | — | — | — | — | — | 218,659 | 64.54 | 3,750,228 | | | | 625,000 | 5,000,000 | 12,500,000 | — | — | — | — | — | — | — | | Rahul | 2/22/2024 | — | — | — | 69,725 | 92,966 | 185,932(3) | — | — | — | 6,309,602 | | Kanwar | 2/22/2024 | — | — | — | — | — | — | 46,483 | — | — | 3,000,013 | | | 2/22/2024 | — | — | — | — | — | — | — | 174,928 | 64.54 | 3,000,196 | | | | 500,000 | 4,000,000 | 10,000,000 | — | — | — | — | — | — | — | | Brian | 2/22/2024 | — | — | — | 23,242 | 30,989 | 61,978(3) | — | — | — | 2,103,223 | | N. Schell | 2/22/2024 | — | — | — | — | — | — | 15,495 | — | — | 1,000,047 | | | 2/22/2024 | — | — | — | — | — | — | — | 58,310 | 64.54 | 1,000,077 | | | | 175,000 | 1,400,000 | 3,500,000 | — | — | — | — | — | — | — | | Jason | 2/22/2024 | — | — | — | 26,148 | 34,863 | 69,726(3) | — | — | — | 2,366,152 | | White | 2/22/2024 | — | — | — | — | — | — | 17,432 | — | — | 1,125,061 | | | 2/22/2024 | — | — | — | — | — | — | — | 65,598 | 64.54 | 1,125,073 | | | | 125,000 | 1,000,000 | 2,500,000 | — | — | — | — | — | — | — |

  111. 2024 Grants of Plan-Based Awards

    (1) Reflects the range of payout opportunities under the 2024 annual cash bonus program based on the achievement of established financial performance metrics as described further under “Compensation Discussions and Analysis – Annual Bonus.” (2) Reflects the grant of 2024 PSUs under our 2023 Stock Incentive Plan, and range of payout opportunities, as described further under “Compensation Discussion and Analysis – Long-Term Incentive Equity Awards – PSUs.” (3) 2024 PSUs vest following the conclusion of the three-year (January 1, 2024 – December 31, 2026) performance period, subject to the satisfaction of performance criteria and continued employment through the date the performance criteria are certified. 2024 PSUs are subject to “double-trigger” acceleration of vesting in connection with a qualifying termination of employment within 24 months following a change in control. The 2024 PSUs also receive dividend equivalents in the amount of any dividends or distributions declared on shares while the award is outstanding, which dividend equivalents vest and pay out at the same time and in the same form as the underlying 2024 PSUs. Amount reflects the aggregate accounting grant date fair value of stock awards to our named executive officers, computed in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718. The assumptions used by us in the valuation of the equity awards are set forth in Note 14 of the notes to our audited consolidated financial statements for the year ended December 31, 2024 included in our Annual Report on Form 10-K filed with the SEC on March 3, 2025.

  112. 2024 Grants of Plan-Based Awards

    | SS&C 2025 PROXY STATEMENT | 47 |

  113. Outstanding Equity Awards at 2024 Fiscal Year-End

    Outstanding Equity Awards at 2024 Fiscal Year-End The following table sets forth information concerning option awards and stock awards that were outstanding as of December 31, 2024.

  114. Outstanding Equity Awards at 2024 Fiscal Year-End

    | | Option Awards | | | | | Stock Awards | | | | | Name | Number of Securities Underlying Unexercised Options (#) Exercisable | Number of Securities Underlying Unexercised Options (#) Unexercisable | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#) | Option Exercise Price ($) | Option Expiration Date | Number of shares or units of stock that have not vested (#) | Market value of shares or units of stock that have not vested ($) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units, or Other Rights That Have Not Vested ($) | | William C. Stone | 420,000 | — | — | 33.89 | 12/22/2025 | — | — | — | — | | | 300,000 | — | — | 29.25 | 12/21/2026 | — | — | — | — | | | 350,000 | — | — | 40.44 | 12/22/2027 | — | — | — | — | | | 500,000 | — | — | 44.28 | 12/17/2028 | — | — | — | — | | | 450,000 | — | — | 61.16 | 12/23/2029 | — | — | — | — | | | 225,000 | — | — | 71.46 | 12/22/2030 | — | — | — | — | | | 178,245 | — | — | 68.52 | 3/17/2031 | — | — | — | — | | | 168,748(1) | 56,252(1) | — | 81.40 | 12/22/2031 | — | — | — | — | | | — | — | 225,000(2) | 81.40 | 12/22/2031 | — | — | — | — | | | 91,757(3) | 117,975(3) | — | 59.17 | 3/2/2033 | 43,362(4) | 3,285,972(5) | 260,176(6) | 19,716,137(5) | | | — | 218,659(7) | — | 64.54 | 2/22/2034 | 58,943(8) | 4,466,701(5) | 235,772(9) | 17,866,802(5) | | Rahul Kanwar | 50,000 | — | — | 38.66 | 9/7/2027 | — | — | — | — | | | 180,000 | — | — | 40.44 | 12/22/2027 | — | — | — | — | | | 100,000 | — | — | 54.35 | 8/2/2028 | — | — | — | — | | | 300,000 | — | — | 44.28 | 12/17/2028 | — | — | — | — | | | 275,000 | — | — | 61.16 | 12/23/2029 | — | — | — | — | | | 140,000 | — | — | 71.46 | 12/22/2030 | — | — | — | — | | | 110,908 | — | — | 68.52 | 3/17/2031 | — | — | — | — | | | 131,249(1) | 43,751(1) | — | 81.40 | 12/22/2031 | — | — | — | — | | | — | — | 175,000(2) | 81.40 | 12/22/2031 | — | — | — | — | | | 73,406(3) | 94,380(3) | — | 59.17 | 3/2/2033 | 34,690(4) | 3,887,135(5) | 208,140(6) | 15,772,849(5) | | | — | 174,928(7) | — | 64.54 | 2/22/2034 | 47,154(8) | 3,573,330(5) | 188,618(9) | 14,293,472(5) | | Brian N. Schell | 20,627(10) | 41,255(10) | — | 56.29 | 8/15/2033 | 78,746(11) | 5,967,372(5) | 72,690(6) | 5,508,448(5) | | | — | 58,310(7) | — | 64.54 | 2/22/2034 | 15,719(8) | 1,191,186(5) | 62,874(9) | 4,764,592(5) | | Jason White | 56,000 | — | — | 50.01 | 4/24/2028 | — | — | — | — | | | 50,000 | — | — | 61.16 | 12/23/2029 | — | — | — | — | | | 60,000 | — | — | 71.46 | 12/22/2030 | — | — | — | — | | | 67,499(1) | 22,501(1) | — | 81.40 | 12/22/2031 | — | — | — | — | | | — | — | 90,000(2) | 81.40 | 12/22/2031 | — | — | — | — | | | 27,527(3) | 35,393(3) | — | 59.17 | 3/2/2033 | 13,009(4) | 985,822(5) | 78,054(6) | 5,914,932(5) | | | — | 65,598(7) | — | 64.54 | 2/22/2034 | 17,684(8) | 1,340,094(5) | 70,734(9) | 5,360,223(5) |

  115. Outstanding Equity Awards at 2024 Fiscal Year-End

    (1) These time-based options vested as to 25% of the number of shares underlying the option on December 22, 2022 and vest as to 1/36 of the number of shares underlying the option each month thereafter until fully vested on December 22, 2025, subject to “double-trigger” acceleration of vesting in connection with a qualifying termination within 24 months following a change of control. These performance-based options have the potential to vest at the end of a three-year performance period based on year-over-year achievement of growth in adjusted EPS subject to “double-trigger” acceleration of vesting in connection with a qualifying termination within 24 months following a change of control. The performance period is from January 1, 2022 – December 31, 2024. The options included in the table above represent the number of shares which can be earned based on achieving threshold performance goals as of December 31, 2024. On February 14, 2025, the performance criteria were measured and the performance options vested at 81.76% of target based on average annual adjusted EPS growth over the three-year period ended December 31, 2024.

  116. Outstanding Equity Awards at 2024 Fiscal Year-End

    | 48 | SS&C 2025 PROXY STATEMENT |

  117. Outstanding Equity Awards at 2024 Fiscal Year-End

    These time-based options vest as to 25% of the number of shares underlying the option on March 2, 2024 and vest as to 1/36 of the number of shares underlying the option each month thereafter until fully vested on March 2, 2027, subject to “double-trigger” acceleration of vesting in connection with a qualifying termination within 24 months following a change of control. (4) These restricted stock units vest as to one-third of the number of shares underlying the grant on each of the first three anniversaries of the grant date, March 2, 2023, until fully vested on March 2, 2026, subject to “double-trigger” acceleration of vesting in connection with a qualifying termination within 24 months following a change of control. The numbers of units in the table include the following dividend equivalents for each NEO: (i) Mr. Stone – 1,111; (ii) Mr. Kanwar – 889; and (iii) Mr. White – 333. (5) The value of unvested and unearned restricted stock units and performance-based stock units is calculated by multiplying the number of unvested and unearned units held by each named executive officer by $75.78 (the closing price of our common stock as reported on the Nasdaq Global Select Market on December 31, 2024). (6) These 2023 PSUs have the potential to vest at the end of a three-year period based on year-over-year achievement of growth in EPS. The performance period is from January 1, 2023 – December 31, 2025. The number of units of stock included in the table above represent the number of shares which can be earned based on achieving threshold performance goals. The 2023 PSUs also receive dividend equivalents in the amount of any dividends or distributions declared on shares while the award is outstanding, which dividend equivalents vest and pay out at the same time and in the same form as the underlying 2023 PSUs in the form of additional shares. The numbers of units in the table include the following dividend equivalents for each NEO: (i) Mr. Stone – 3,334; (ii) Mr. Kanwar – 2,667; (iii) Mr. Schell – 814; and (iv) Mr. White – 1000. (7) These time-based options vest as to 25% of the number of shares underlying the option on February 22, 2025 and vest as to 1/36 of the number of shares underlying the option each month thereafter until fully vested on February 22, 2028, subject to “double-trigger” acceleration of vesting in connection with a qualifying termination within 24 months following a change of control. (8) These restricted stock units vest as to one-third of the number of shares underlying the grant on each of the first three anniversaries of the grant date, February 24, 2024, until fully vested on February 24, 2027, subject to “double-trigger” acceleration of vesting in connection with a qualifying termination within 24 months following a change of control. The numbers of units in the table include the following dividend equivalents for each NEO: (i) Mr. Stone – 839; (ii) Mr. Kanwar – 671; (iii) Mr. Schell – 224 and (iv) Mr. White – 252. (9) These 2024 PSUs have the potential to vest at the end of a three-year period based on year-over-year achievement of growth in EPS. The performance period is from January 1, 2024 – December 31, 2026. The number of units of stock included in the table above represent the number of shares which can be earned based on achieving maximum performance goals. The 2024 PSUs also receive dividend equivalents in the amount of any dividends or distributions declared on shares while the award is outstanding, which dividend equivalents vest and pay out at the same time and in the same form as the underlying 2024 PSUs in the form of additional shares. The numbers of units in the table include the following dividend equivalents for each NEO: (i) Mr. Stone – 1,678; (ii) Mr. Kanwar –1,343; (iii) Mr. Schell – 448; and (iv) Mr. White – 504. (10) These time-based options vested as to 25% of the number of shares underlying the option on August 15, 2024 and vest as to 1/36 of the number of shares underlying the option each month thereafter until fully vested on August 15, 2027, subject to “double-trigger” acceleration of vesting in connection with a qualifying termination within 24 months following a change of control. (11) These restricted stock units vest as to one-third of the number of shares underlying the grant on each of the first three anniversaries of the grant date, August 15, 2023, until fully vested on August 15, 2026, subject to “double-trigger” acceleration of vesting in connection with a qualifying termination within 24 months following a change of control. The number of units in the table includes dividend equivalents of 1,763.

  118. 2024 Option Exercises and Stock Vested

    2024 Option Exercises and Stock Vested The following table sets forth information concerning stock options that were exercised and stock awards that vested by our named executive officers in 2024 and the values realized.

  119. 2024 Option Exercises and Stock Vested

    | | Option Awards | | Stock Awards | | | Name | Number of shares acquired on exercise (#) | Value realized on exercise ($)(1) | Number of shares acquired on vesting (#) | Value realized on vesting ($)(2) | | William C. Stone | 380,000 | 18,401,515 | 21,456 | 834,551 | | Rahul Kanwar | 500,000 | 21,192,218 | 17,165 | 492,033 | | Brian Schell | — | — | 39,115 | 1,568,691 | | Jason White | 69,000 | 2,083,423 | 6,437 | 412,012 |

  120. 2024 Option Exercises and Stock Vested

    (1) The dollar value realized on exercise represents the difference between the market value of the shares at the time of exercise and the respective per-share exercise price of the options. The dollar value realized on vesting of stock awards represents the market value of the shares on the applicable vesting date.

  121. 2024 Option Exercises and Stock Vested

    | SS&C 2025 PROXY STATEMENT | 49 |

  122. Potential Payments upon Termination or Change of Control

    Potential Payments upon Termination or Change of Control

  123. 2024 Pay Ratio Disclosure

    2024 Pay Ratio Disclosure

  124. Pay Ratio

    Pay Ratio In accordance with the requirements of the Pay Ratio Rule, we are providing the following estimated information for 2024: • the annual total compensation of our Chief Executive Officer was $25,870,693; • the median of the annual total compensation of all our employees (except our Chief Executive Officer) was $67,831; and • the ratio of these two amounts was 381 to 1. SEC rules for identifying the median employee and calculating the pay ratio allow companies to apply various methodologies and apply various assumptions and, as a result, the pay ratio reported by us may not be comparable to the pay ratio reported by other companies. The methodology we used to calculate our median employee is described below.

  125. 2024 Pay versus Performance

    2024 Pay versus Performance The following table sets forth the compensation for our Chief Executive Officer and the average compensation for our other named executive officers, both as reported in the Summary Compensation Table and with certain adjustments to reflect the “compensation actually paid” to such individuals, as defined under SEC rules, for each of 2024, 2023, 2022, 2021 and 2020. The table also provides information on our cumulative TSR, the cumulative TSR of our 2024 Peer Group, Net Income and Adjusted Consolidated EBITDA over such years in accordance with SEC rules.

  126. 2024 Pay versus Performance

    | Pay Versus Performance Table | | | | | | | | | | | | | Average summary compensation table total for | Average compensation actually paid to | Value of initial fixed $100 investment based on: | | | | | Year (a)(1) | Summary compensation table total for PEO (b) | Compensation actually paid to PEO (c)(3) | non-PEO named executive officers (d) | non-PEO named executive officers (e)(3) | Total shareholder return (f)(4) | Peer group total shareholder return (g)(4) | Net income (h)(5) | Adjusted Consolidated EBITDA (i)(6) | | 2024 | 25,870,693 | 32,403,858 | 11,694,066 | 15,046,583 | 131.10 | 207.86 | $761.7 million | $2,281.0 million | | 2023 | 20,098,164 | 18,813,540 | 9,685,286 | 9,263,980 | 104.24 | 165.92 | $608.6 million | $2,107.7 million | | 2022 (2) | 12,810,392 | (19,755,647) | 5,421,332 | (8,792,406) | 87.45 | 120.45 | $649.0 million | $2,006.1 million | | 2021 | 22,981,889 | 28,938,956 | 9,169,220 | 8,831,721 | 135.93 | 153.97 | $800.6 million | $2,064.8 million | | 2020 | 14,514,142 | 21,049,494 | 6,033,595 | 9,268,227 | 119.51 | 118.07 | $625.2 million | $1,854.0 million |

  127. 2024 Pay versus Performance

    (1) For each of the years presented above, William Stone was our Principal Executive Officer (PEO). Average compensation for non-PEO named executive officers includes the following individuals: (i) for 2024, Rahul Kanwar, Brian Schell, and Jason White , (ii) for 2023, Rahul Kanwar, Brian Schell, Patrick Pedonti and Jason White and (iii) for 2022, Rahul Kanwar, Patrick Pedonti and Jason White; (iv) for 2021, Rahul Kanwar, Patrick Pedonti, Jason White and Joseph Frank; and (v) for 2020, Rahul Kanwar, Patrick Pedonti and Joseph Frank. (2) Due to the redesign of our executive compensation program during 2022, the compensation mix for our NEOs did not reflect a normalized allocation of compensation elements. The only long-term equity incentives granted to our NEOs in 2022 were PSUs granted in respect of bonuses earned for the 2021 fiscal year. We did not otherwise grant annual equity incentives during 2022 to our NEOs. Accordingly, the amounts reported in the Summary Compensation Table for 2022 did not reflect our normalized go-forward annual compensation mix for our NEOs. (3) Compensation “actually paid” for the PEO and average compensation “actually paid” for our non-PEOs in each of 2024, 2023, 2022, 2021 and 2020 reflects the respective amounts set forth in columns (b) and (d) of the table above, adjusted as set forth in the table below, as determined in accordance with SEC rules. The dollar amounts reflected in columns (b) and (d) of the table above do not reflect the actual amount of compensation earned by or paid to the PEO and our other NEOs during the applicable year. For information regarding the decisions made by the Compensation Committee in regards to the PEO’s and our other NEOs’ compensation for fiscal year 2024, see page 39 of this proxy statement.

  128. 2024 Pay versus Performance

    | | 2024 | | | | Principal Executive Officer | Non-PEO Named Executive Officers | | Summary Compensation Table Total | 25,870,693 | 11,694,066 | | Less Stock Award Value Reported in Summary Compensation Table for the Covered Year | (15,387,297) | (7,009,815) | | Plus Fair Value for Awards Granted in the Covered Year | 17,971,336 | 8,186,997 | | Change in Fair Value of Outstanding Unvested Awards from Prior Years | 3,566,995 | 2,005,819 | | Change in Fair Value of Awards from Prior Years that Vested in the Covered Year | 382,131 | 169,516 | | Less Fair Value of Awards Forfeited during the Covered Year | — | — | | Compensation Actually Paid | 32,403,858 | 15,046,583 |

  129. 2024 Pay versus Performance

    Fair values set forth in the table above are computed in accordance with ASC 718 as of the end of the respective fiscal year, other than fair values of awards that vest in the covered year, which are valued as of the applicable vesting date. The assumptions included in the fair value of equity awards included in the calculation of Compensation Actually Paid differ from those previously disclosed as of the grant date of such awards primarily due to the lapse of time following the date of grant and, in the case of stock options, a change in the expected term of the options. The change in expected term of the options also impacts the determination of the expected volatility and risk-free interest rate. (4) TSR is cumulative for the measurement periods beginning on December 31, 2019 and ending on December 31 of each of 2024, 2023, 2022, 2021 and 2020, respectively, calculated in accordance with Item 201(e) of Regulation S-K. The peer group utilized for purposes of TSR is the Nasdaq Technology Dividend TR Index, as set forth in Item 5 of our Annual Report on Form 10-K filed for the fiscal year ending December 31, 2024. (5) Reflects “Net Income” in the Company’s Consolidated Statements of Income included in the Company’s Annual Reports on Form 10-K for each of the years ended December 31, 2024, 2023, 2022, 2021 and 2020. (6) The most important financial performance measures used to link compensation for the most recently completed fiscal year were the following:

  130. 2024 Pay versus Performance

    | Adjusted Consolidated EBITDA | | Adjusted Revenue | | Adjusted EPS Growth | | Operating Cash Flow | | Organic Revenue Growth |

  131. 2024 Pay versus Performance

    | 54 | SS&C 2025 PROXY STATEMENT |

  132. 2024 Pay versus Performance

    These financial measures generally reflect those used internally to measure the Company’s performance and represent key drivers of sustainable stockholder value creation for our Company. We do not consider any one of the above performance measures, taken in isolation, to be the most important financial measure for our executive compensation design. However, for purposes of the table above, we have deemed Adjusted Consolidated EBITDA as our “most important” financial measure used to link our NEO’s compensation with performance because it is a key component of our 2024 annual bonus program and critical indicator of the Company’s growth and financial health used by our investors and stockholders. For more detail on we link these measures with performance of our NEOs, see “Compensation Discussion and Analysis — Design and Structure of Executive Compensation” on page 37 of this proxy statement. The following tables reflect additional information regarding the relationships between the items included in the Pay Versus Performance Table above over the covered years:

  133. COMPENSATION ACTUALLY PAID COMPARED TO CUMULATIVE TOTAL SHAREHOLDER RETURN AND PEER GROUP TOTAL SHAREHOLDER RETURN

    COMPENSATION ACTUALLY PAID COMPARED TO CUMULATIVE TOTAL SHAREHOLDER RETURN AND PEER GROUP TOTAL SHAREHOLDER RETURN

  134. COMPENSATION ACTUALLY PAID COMPARED TO CUMULATIVE TOTAL SHAREHOLDER RETURN AND PEER GROUP TOTAL SHAREHOLDER RETURN

    | SS&C 2025 PROXY STATEMENT | 55 |

  135. COMPENSATION ACTUALLY PAID COMPARED TO NET INCOME

    COMPENSATION ACTUALLY PAID COMPARED TO NET INCOME

  136. COMPENSATION ACTUALLY PAID COMPARED TO ADJUSTED CONSOLIDATED EBITDA

    COMPENSATION ACTUALLY PAID COMPARED TO ADJUSTED CONSOLIDATED EBITDA

  137. COMPENSATION ACTUALLY PAID COMPARED TO ADJUSTED CONSOLIDATED EBITDA

    | 56 | SS&C 2025 PROXY STATEMENT |

  138. COMPENSATION ACTUALLY PAID COMPARED TO ADJUSTED CONSOLIDATED EBITDA

    Ratification of Selection of Independent Registered Public Accounting Firm The Audit Committee has appointed the firm of PricewaterhouseCoopers LLP (“PwC”), an independent registered public accounting firm, to audit our books, records and accounts for fiscal 2025. This appointment is being presented to our stockholders for ratification at the 2025 annual meeting.

  139. COMPENSATION ACTUALLY PAID COMPARED TO ADJUSTED CONSOLIDATED EBITDA

    | The board of directors recommends that you vote FOR the ratification of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2025. |

  140. COMPENSATION ACTUALLY PAID COMPARED TO ADJUSTED CONSOLIDATED EBITDA

    Proxies solicited by management will be voted for the ratification of the appointment of PwC unless stockholders specify otherwise. Although we are not required to submit the appointment to a vote of our stockholders, the Board believes it is appropriate as a matter of policy to request that our stockholders ratify the appointment of PwC as our independent registered public accounting firm. If our stockholders do not ratify the appointment, the Audit Committee may investigate the reasons for stockholder rejection and consider whether to retain PwC or appoint another independent registered public accounting firm. Even if the appointment is ratified, the Board and the Audit Committee in their discretion may direct the appointment of a different independent registered public accounting firm at any time during the year if they determine that such a change would be in the best interests of the Company and our stockholders. PwC has no direct or indirect material financial interest in the Company or our subsidiaries. Representatives of PwC are expected to be present at the 2025 annual meeting and will be given the opportunity to make a statement on the firm’s behalf if they so desire. Representatives of PwC also will be available to respond to appropriate questions.