DEF 14A of AlTi Global, Inc.
Filed Apr 29, 2025 · FY20240001140361-25-016353
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| • | FOR the amendment to the Company’s 2023 Stock Incentive Plan. |
Information Regarding the Directors and Director Nominees
Information Regarding the Directors and Director Nominees Our Certificate of Incorporation provides for the annual election of directors. At each annual meeting, directors will be elected to hold office until the next year’s annual meeting of stockholders or until his or her successor is duly elected and qualified. Each director nominee has been reviewed and recommended for nomination by our Environmental, Social Governance and Nominating Committee (the “ESG&N” or “ESG&N Committee”) and has consented to serve as a director if elected. Although management does not anticipate that any nominee will be unable or unwilling to serve as a director, in the event of such an occurrence, proxies may be voted in the discretion of the persons named in the proxy for a substitute designated by the Board, unless the Board decides to reduce the number of directors constituting the Board. Our directors are elected by a plurality of vote cast; therefore, the nominees who receive the largest number of votes cast in favor of their election will be elected. The Board has an Audit, Finance & Risk Committee (the “AFRC” or “Audit Committee”), a Human Capital and Compensation Committee (the “HC&C” or “Compensation Committee”), the ESG&N Committee, and a Transaction Committee (the “TC” or “Transaction Committee”). As of the date of this Proxy Statement, our directors are as follows:
Information Regarding the Directors and Director Nominees
| | | | | | Committee Membership | | | | | Name | Age | Position(s) | Independent | Director Since | AFRC | HC&C | ESG&N | TC | | Ali Bouzarif | 46 | Director | No | 2023 | | | | ● | | Tracey Brophy Warson | 62 | Director | Yes | 2023 | | ● | ● | | | Nazim Cetin | 47 | Director | Yes | 2024 | | ● | | ● | | Norma Corio | 64 | Director | Yes | 2023 | ● | ● | ● | | | Mark Furlong | 67 | Director | Yes | 2023 | ● | ● | | ● | | Timothy Keaney | 63 | Chair of the Board | Yes | 2023 | ● | | ● | | | Michael Tiedemann | 53 | Chief Executive Officer and Director | No | 2023 | | | | ● | | Andreas Wimmer | 50 | Director | Yes | 2024 | | | | | | | | Number of Committee Meetings in 2024 | | | 13 | 9 | 4 | 1 |
Information Regarding the Directors and Director Nominees
● Chair
Information Regarding the Directors and Director Nominees
| Director Nominees |
Information Regarding the Directors and Director Nominees
Ali Bouzarif. Mr. Bouzarif has served as a member of our Board since January 2023. Mr. Bouzarif was previously a member of the Supervisory Board and Partner of Alvarium Investments Limited (“Alvarium”). He also served on the Finance and Compensation Committee of Alvarium. Mr. Bouzarif is currently CEO of IlWaddi Advisors and has worked with IlWaddi Group, a global private investment group, since 2017. Mr. Bouzarif previously served as the Head of M&A at the Qatar Investment Authority (the “QIA”) from 2007 to 2017. At the QIA, he was a member of the management investment committee and was instrumental in the completion of several notable transactions, such as the acquisition of the Harrods Department store and the merger of the Fairmont Raffles Hotels Group with AccorHotels, among others. During his tenure at the QIA, Mr. Bouzarif served as a member of the board of directors and the remuneration committee of Heathrow Airport and American Express Global Business Travel (NYSE: GBTG), a board member and member of the commitment committee of AccorHotels, and a member of the board of Canary Wharf Group. Mr. Bouzarif holds a Master’s degree in business engineering from Solvay Brussels School of Economics & Management and is a CFA® charterholder. Mr. Bouzarif’s qualifications to serve on our Board include his investment management experience and time spent serving as a member of a variety of boards of directors. Tracey Brophy Warson. Ms. Warson has served as a member of our Board since January 2023. Ms. Warson currently works as a strategic advisor for multiple start-up companies and has more than 32 years of experience in the financial services industry. She began her career at Wells Fargo (NYSE: WFC) in 1988 where she served in various executive roles, ultimately becoming Executive Vice President of Private Client Services, a role she served in until 2006. From 2006 until 2010, Ms. Warson worked as Managing Director and Head of the Western Division of US Trust, Bank of America Private Wealth Management. In 2010, she became the Head of the Western Division of Citi Private Bank of Citigroup (NYSE: C) and served in that role until 2014. From 2014 until 2019, Ms. Warson served as Chief Executive Officer of Citi Private Bank (North America) where she led the Private Bank business across 25 offices throughout the U.S. and Canada, overseeing $230 billion in client business volume. Additionally, from 2014 to 2018, Ms. Warson was the Co-Chair of Citi Women, Citi’s global strategy to promote the advancement of women. In this role, she led the firm’s progress in pay equity, representation, and in having Citi sign the Women’s Empowerment Principles of the United Nations. In 2019, Ms. Warson was named Chair of Citi Private Bank and she retired in 2020. Ms. Warson served on the Board of InterPrivate II Acquisition Corp. (NYSE: IPVA), a special purpose acquisition company, in 2021. In 2021, Ms. Warson began serving on the board for SilverSpike Capital, LLC, a privately held company that focuses on investment management primarily in the cannabis and alternative health and wellness industries. Ms. Warson earned a Bachelor of Arts from the University of Minnesota in business administration and French. Ms. Warson’s qualifications to serve on our Board include her immense experience working in the wealth management industry and her time spent serving as the director of a U.S.-listed public company. Nazim Cetin. Dr. Cetin was appointed as director on the Board on July 31, 2024, pursuant to the Allianz Investor Rights Agreement (as defined below). He has been serving as the CEO of Allianz X since 2017, bringing over a decade of leadership experience in investment, business development, and entrepreneurship to the role. Before Allianz X, Dr. Cetin was the Vice President of Corporate Development & New Businesses at the media conglomerate Bertelsmann. He also founded Agora 42, the first German periodical dedicated to economics and philosophy. Prior to that, Dr. Cetin held the position of Vice President of Commercial Finance at Maple Bank, where he played a pivotal role in internationalizing the bank’s Commercial Finance division. He began his career in investment banking at LBBW. In addition to his position at Allianz X, Dr. Cetin is an active member of the supervisory boards of several companies, including Ualá and Pie Insurance. He holds a Ph.D. in Economics from Witten-Herdecke University, an M.Sc. in Economics and Management from Universitat Pompeu Fabra Barcelona, and earned his first degree in Quantitative Economics from the Eberhard Karl University of Tübingen. Norma Corio. Ms. Corio currently serves on the Board of several public companies and has more than 40 years of experience in the financial services industry. She began her career in 1982 working in a variety of roles during her 30 years at JPMorgan Chase & Co. (“JPMorgan”), including as Head of Restructuring in the firm’s Investment Banking division and, subsequently, as Treasurer during the 2008-2010 financial crisis. Following JPMorgan, Ms. Corio served as Co-President of Miller Buckfire, a Stifel company, from 2013 to 2014. In 2014, she became Chief Financial Officer of American Express Global Business Travel (NYSE: GBTG), a role she held until 2017. From 2018 until 2022, Ms. Corio served as a Senior Managing Director of One Equity Partners, arranging debt financing for portfolio companies as Head of Capital Markets, serving on the Investment Committee and on several portfolio company boards. Ms. Corio currently serves on the board of Cicor Technologies Ltd. (SWX: CICN) and is a member of the Audit Committee, and serves as Chair of the Audit Committee of Finance of America Companies, Inc. (NASDAQ: FOA). She also serves on the board of private companies: Omni Environmental Solutions, Inc., serving as Chair of the Audit Committee, and Wood Technology, Inc., serving as Chair of the Compensation Committee and member of the Audit Committee. Previously, Ms. Corio served on the board of private company, Bibliotheca Group. Prior to that, she was on the Board of GO Acquisition Corp. (NYSE: GOAC) as Audit Committee Chair and member of the Nominating and Compensation Committees from 2020 to 2022. Ms. Corio graduated with a Bachelor of Arts in Economics from LeMoyne College and earned a Master’s in Business Administration from Pace University. Ms. Corio’s qualifications to serve on our Board include her years spent working in the financial services industry and her extensive service on various public company boards of directors. Mark Furlong. Mr. Furlong has served as a member of our Board since September 2023. He is the former President and Chief Executive Officer of BMO Harris Bank, N.A., a role he held from 2011 until his retirement in 2015. Previously, he worked at Marshall & Ilsley Corporation, which he joined in 2001 as Chief Financial Officer, was elected President in 2004, Chief Executive Officer in 2007 and Chairman in 2010. His prior experience includes service as Chief Financial Officer of Old Kent Financial Corp., as First Vice President, Corporate Development for H.F. Ahmanson & Company and as audit partner for Deloitte & Touche LLP. Mr. Furlong currently serves as a Director of Kforce Inc. Mr. Furlong continues to be active in a variety of not-for-profit organizations. Mr. Furlong graduated with a Bachelor of Science degree from Southern Illinois University. Mr. Furlong’s qualifications to serve on our Board include his years spent working in the financial services industry and his extensive service on various company boards of directors.
Information Regarding the Directors and Director Nominees
Timothy Keaney. Mr. Keaney has served as a member of our Board since January 2023. Mr. Keaney worked for the Bank of New York Company in various executive roles from 2000 until 2006 including head of the asset servicing business, and as head of the Bank of New York Company’s presence in Europe, having management responsibilities for all business activity in Europe. Upon the Bank of New York Company’s merger with the Mellon Financial Corporation in 2007 (forming the Bank of New York Mellon Corporation (NYSE: BK)), Mr. Keaney began serving as co-Chief Executive Officer of the BNY Mellon’s asset servicing, and later served individually as Chief Executive Officer of asset servicing from 2010 until 2012. Mr. Keaney served as Vice Chairman of BNY Mellon from October 2010 until September 2014, and as Chief Executive Officer of Investment Services from 2013 to 2014. Mr. Keaney has served on the board of UNUM Group (NYSE: UNM) since 2012, currently serving as a member of the Finance Committee and as Chairman of the Audit Committee. Since 2019, Mr. Keaney has also served as a Director for PolySign, Inc., a privately held fintech company. Mr. Keaney earned a B.S.B.A. from Babson College. Mr. Keaney’s qualifications to serve on our Board include his lengthy experience working in both the asset management and fintech industries, in addition to his time spent serving as a director of a U.S.-listed public company. Michael Tiedemann. Mr. Tiedemann has served as our Chief Executive Officer and as a member of our Board since January 2023. Mr. Tiedemann is a Founding Partner and was the Chief Executive Officer of Tiedemann Wealth Management Holdings, LLC (“TWMH”) as well as the Managing Member and Chief Executive Officer of TIG Advisors LLC (“TIG” or “TIG Advisors”). Mr. Tiedemann began his career working for TIG as an emerging markets research analyst and continues to serve as Managing Member and Chief Executive Officer of TIG, in addition to his roles at TWMH. In 1994, he joined the equity research group at Banco Garantia, one of Brazil’s leading investment banks, and worked closely with Banco Garantia’s Hedge Fund-of-Funds Group. In 1998, when Credit Suisse acquired Banco Garantia, Mr. Tiedemann headed Credit Suisse’s sales trading efforts for Latin America until he left to start TWMH in 2000. He has been recognized by a number of foundations for his charitable contributions and serves as a board member for several philanthropic organizations. He was also a member of TWMH’s Board of Directors and Chairman of the Internal Investment Committee for Tiedemann Advisors, the registered investment advisor subsidiary of TWMH. Mr. Tiedemann received a Bachelor of Arts degree from Ohio Wesleyan University. Mr. Tiedemann’s qualifications to serve on our Board include his years of experience working in the financial services industry and his extensive familiarity with a number of our business functions stemming from his wide-ranging involvement in both TIG and TWMH. Andreas Wimmer. Dr. Wimmer was appointed as director on the Board on July 31, 2024, pursuant to the Allianz Investor Rights Agreement. He has been a member of the Board of Management of Allianz SE since 2021, where he currently oversees the company’s global asset management operations, Allianz Life in the United States, and Allianz Global Life. Prior to his current role, Dr. Wimmer served as the CEO of Allianz Lebensversicherungs-AG, the largest life insurance company within the Allianz Group and the leading provider of life insurance in Germany. Before that, he held various leadership roles at Allianz Leben, including overseeing corporate clients, sales, broker management, and product development in the life insurance sector. During this time, he was instrumental in pioneering innovative investment strategies, refocusing the business on modern guarantee solutions. This strategic shift allowed for greater flexibility in capital investments and delivered attractive long-term returns for clients. Dr. Wimmer began his professional journey in 1999 as a researcher at the Institute for Banking Innovation in Germany. He holds a Ph.D. in Business Administration from the University of Regensburg and an MBA from Murray State University in the US.
Related Party Transaction Policy
| 3) | Shares of Common Stock subject to stock options or warrants currently exercisable or exercisable within 60 days of April 7, 2025 are deemed to be outstanding for purposes of computing the percent ownership of the person holding such options or warrants and the percent ownership of any group of which the holder is a member but are not deemed outstanding for purposes of computing the percentage of any other person or group. |
SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS
SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS The following table contains information as of December 31, 2024 with respect to compensation plans under which any of our equity securities are authorized for issuance. This table includes information as of December 31, 2024 with respect to our equity securities under the AlTi Global, Inc. 2023 Stock Incentive Plan (the “2023 Plan”), which was approved by our stockholders in connection with the Business Combination and is our only equity compensation plan.
SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS
| | Equity Compensation Plan Information | | | | | Number of securities to be issued upon exercise of outstanding options, warrants and rights. | Weighted-average exercise price of outstanding options, warrants and rights | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) | | Plan Category | (a) | (b) | (c) | | Equity compensation plans approved by securityholder | 6,680,717 | − | 4,200,276 | | Equity compensation plans not approved by securityholders | − | − | − | | Total | 6,680,717 | − | 4,200,276 |
SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS
| EXECUTIVE COMPENSATION |
Introduction
| SUMMARY COMPENSATION TABLE |
Introduction
| Name and Principal Position | Year | Salary($) | Bonus ($)(1) | Stock Awards ($)(2) | All Other Compensation ($)(3) | Total($) | | Michael Tiedemann, Chief Executive Officer | 2024 | 600,000 | 1,300,000 | 3,473,992 | 17,250 | 5,391,242 | | | 2023 | 600,000 | - | 333,379 | 16,500 | 949,879 | | Kevin Moran, President and Chief Operating Officer(4) | 2024 | 400,000 | 812,000 | 1,563,266 | 17,250 | 2,792,516 | | Colleen Graham, Chief Legal, Risk and Compliance Officer(4) | 2024 | 375,000 | 1,080,750(5) | 894,717 | 17,250 | 2,367,717 |
Equity Awards
| OUTSTANDING EQUITY AWARDS AT 2024 FISCAL YEAR END |
Equity Awards
| DIRECTOR COMPENSATION |
Equity Compensation Paid to Board Members
| DIRECTOR COMPENSATION TABLE |
Equity Compensation Paid to Board Members
| Name | Fees Earned or Paid in Cash($) | Stock Awards($)(1) (2) | All Other Compensation ($) | Total($) | | Ali Bouzarif | 101,250 | 217,350 | - | 318,600 | | Nazim Cetin | 27,500 | 99,752 | - | 127,252 | | Norma Corio | 122,500 | 217,350 | - | 339,850 | | Mark Furlong | 127,500 | 217,350 | - | 344,850 | | Timothy Keaney | 155,000 | 335,905 | - | 490,905 | | Judy Lee | 90,000 | 107,796 | - | 197,796 | | Tracey Brophy Warson Andreas Wimmer | 115,000 25,000 | 217,350 99,752 | - - | 332,350 124,752 | | Peter Yu | 86,250 | 107,796 | - | 194,046 |
Interests of Directors and Executive Officers
Interests of Directors and Executive Officers Our current directors and executive officers have substantial interests in the matters set forth in this proposal since equity awards may be granted to them under the Amended Plan.
Interests of Directors and Executive Officers
| Board Recommendation | | The Board recommends stockholders vote “FOR” the 2023 Plan, as amended, to increase the number of shares of Class A Common Stock available for issuance under the 2023 Plan and the number of shares that may be issued pursuant to incentive stock options by an additional 9,010,000 shares. |
Interests of Directors and Executive Officers
| AUDIT COMMITTEE REPORT |
Interests of Directors and Executive Officers
The following report of the Audit Committee does not constitute soliciting material and shall not be deemed filed with the SEC nor shall this information be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the Company specifically incorporates it by reference into a filing. Our Audit Committee consists of Chair, Mark Furlong and members, Norma Corio and Timothy Keaney. The Board has determined that each Audit Committee member is “independent,” as independence for audit committee members is defined in the applicable Nasdaq listing standards and rules of the SEC. The Board also determined that all members of the Audit Committee are financially literate, and each of Mr. Furlong and Mr. Keaney have been designated as an “audit committee financial expert”, as such term is defined in Item 407 of Regulation S-K. Although designated as audit committee financial experts, the Audit Committee Chair and members are not accountants for the Company nor, under SEC rules, an “expert” for purposes of the liability provisions of the Securities Act or for any other purpose. The role of the Audit Committee is to (a) oversee the accounting and financial reporting processes of the Company and the audits of the Company’s financial statements; (b) oversee the Company’s compliance with legal and regulatory requirements; (c) oversee the performance of the Company’s internal audit function; (d) take, or recommend that the Board of the Company take, appropriate action to oversee the qualifications, independence, and performance of the Company’s independent auditors; and (e) prepare the report required by the rules of the SEC to be included in the Company’s annual proxy statement. The Audit Committee influences the overall tone for quality financial reporting, sound internal controls, and ethical behavior. Management is responsible for the preparation, presentation and integrity of the Company’s financial statements, for the appropriateness of the accounting and reporting policies that are used by the Company, and for the establishment and effectiveness of internal controls and procedures designed to ensure compliance with accounting standards and applicable laws and regulations. The independent auditors are responsible for auditing the Company’s consolidated financial statements in accordance with the standards of the Public Company Accounting Oversight Board (“PCAOB”), expressing an opinion as to the conformity of such financial statements with generally accepted accounting principles, expressing an opinion on the effectiveness of internal control over financial reporting (when required), and for reviewing the Company’s interim consolidated financial statements. The independent auditors report directly to the Audit Committee. The Audit Committee has the sole authority and responsibility to recommend to the Board the nomination of the independent auditors for approval by the stockholders on an annual basis. The Audit Committee is directly responsible for the appointment, retention, termination, compensation, evaluation and oversight of the work of the independent auditors for the purpose of preparing or issuing an audit report or performing other audit, review or attest services for the Company. Our Audit Committee has reviewed and discussed with our management and our independent registered public accounting firm, KPMG LLP, the audited consolidated financial statements for the fiscal year ended December 31, 2024. Our Audit Committee has also discussed with KPMG LLP the matters required to be discussed by the applicable requirements of the PCAOB and the SEC. Our Audit Committee has received and reviewed the written disclosures and the letter from KPMG LLP required by applicable requirements of the PCAOB regarding the independent accountant’s communications with our Audit Committee concerning independence and has discussed with KPMG LLP its independence. Based upon the reports and discussions described above, the Audit Committee, in accordance with its responsibilities, recommended to the Board that the audited consolidated financial statements be included in our 2024 Annual Report.
Interests of Directors and Executive Officers
| MEMBERS OF THE AUDIT COMMITTEE |
Interests of Directors and Executive Officers
Mark Furlong (Chair) Norma Corio Timothy Keaney
Interests of Directors and Executive Officers
| WHERE TO GET ADDITIONAL INFORMATION |
Interests of Directors and Executive Officers
As a reporting company, we are subject to the informational requirements of the Exchange Act and accordingly file our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements, and other information with the SEC. As an electronic filer, our public filings are maintained on the SEC’s website that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. The address of that website is http://www.sec.gov. In addition, our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act may be accessed free of charge through our website as soon as reasonably practicable after we have electronically filed such material with, or furnished it to, the SEC. The address of that website is https://ir.alti-global.com/financial-information/sec-filings.
Interests of Directors and Executive Officers
| COST OF PROXY STATEMENT |
Interests of Directors and Executive Officers
We will bear the cost of the solicitation of proxies on behalf of the Board. In addition to the use of the mail, proxies may be solicited by us personally, by telephone, or by similar means. None of our directors, officers, or employees will be specifically compensated for those activities. However, we will reimburse brokerage firms, custodians, nominees, fiduciaries, and other persons holding our shares in their names, or in the names of nominees, at approved rates for their reasonable expenses in forwarding proxy materials to beneficial owners of securities held of record by them and obtaining their proxies.
Interests of Directors and Executive Officers
| ADDITIONAL INFORMATION INCORPORATED BY REFERENCE |
Interests of Directors and Executive Officers
We are incorporating by reference specified documents that we file with the SEC, which means that incorporated documents are considered part of this Proxy Statement. Our financial statements and other information required by Item 13(a) are incorporated by reference to our Annual Report on Form 10-K filed with the SEC on March 17, 2025. In addition, all documents the Company files under Section 13(a), 13(c), 14 or 15(d) of the Exchange Act after the date of this Proxy Statement and before the date of the Annual Meeting are incorporated by reference into and deemed a part of this Proxy Statement from the date of filing of those documents.
Interests of Directors and Executive Officers
| CAUTIONARY INFORMATION REGARDING FORWARD-LOOKING STATEMENTS |
Interests of Directors and Executive Officers
Certain statements made in this Proxy Statement are “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act, and are subject to the safe harbor created thereby under the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” “seek,” “target,” “guidance,” “outlook” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements may include, but are not limited to, statements regarding the consummation of the Allianz Transaction, our M&A pipeline and expected benefits of the investments. These statements are based on various assumptions, whether or not identified in this Proxy Statement, and on the current expectations of the Company’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and may differ from assumptions. Many actual events and circumstances are beyond the control of the Company. These forward-looking statements are subject to a number of risks and uncertainties, including the Company’s ability to successfully consummate the investments and obtain stockholder approval; the Company’s projected financial information, growth rate, and market opportunity; the effect of economic downturns and political and market conditions beyond the Company’s control, including a reduction in consumer discretionary spending that could adversely affect the Company’s business, financial condition, results of operations and prospects; the Company’s ability to grow and manage growth profitably; the Company’s ability to raise financing in the future, if and when needed; the impact of applicable laws and regulations, whether in the United States, United Kingdom or other foreign countries, and any changes thereof, on the Company; the impact of the Company’s dependence on leverage by certain funds, underlying investment funds and portfolio companies and related volatility; the Company’s ability to successfully compete against other companies; and the risks discussed in the Company’s Annual Report on Form 10-K filed on March 17, 2025, including under the heading “Risk Factors” and other documents of the Company filed, or to be filed, with the SEC. If any of these risks materialize or any of the Company’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that the Company presently does not know of or that the Company currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date of this Proxy Statement. The Company anticipates that subsequent events and developments will cause the Company’s assessments to change. However, while the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this Proxy Statement. Accordingly, undue reliance should not be placed upon the forward-looking statements.
Interests of Directors and Executive Officers
| STOCKHOLDER COMMUNICATIONS |
Interests of Directors and Executive Officers
General. All interested parties, including stockholders, may communicate with the Company or our Board by letter addressed to AlTi Global, Inc., Attention: Colleen Graham, Chief Legal, Compliance & Risk Officer, 22 Vanderbilt Ave., 27th Floor, New York, New York 10017. This centralized process assists our Board in reviewing and responding to communications in an appropriate manner. If an interested party would like the letter to be forwarded directly to the Chair, or if no Chair is listed, the members of the standing committees of the Board, he or she should so indicate. If no specific direction is indicated, the Secretary of the Company will review the letter and forward it to the appropriate Board member(s). Submission of Stockholder Proposals and Director Nominations for 2026 Annual Meeting. Any stockholder of the Company who wishes to present a proposal for inclusion in the Proxy Statement and form of proxy for action at the 2025 Annual Meeting must comply with our Bylaws and the rules and regulations of the SEC, each as then in effect. Such proposals must be mailed to us at our office at 22 Vanderbilt Ave., 27th Floor, New York, New York 10017, Attention: Colleen Graham, Chief Legal, Compliance & Risk Officer. Under our Bylaws, a stockholder must follow certain procedures to nominate persons for election as directors or to introduce an item of business at an annual meeting of stockholders. In order to be timely, we must receive notice of your intention to introduce a nomination or propose an item of business at our 2026 Annual Meeting between February 16, 2026 and March 18, 2026. If we change the date of our 2026 Annual Meeting by more than thirty days before, or more than sixty days after, the one-year anniversary of the Annual Meeting, then the written notice of a stockholder proposal that is not intended to be included in our Proxy Statement must be delivered, or mailed and received, not later than the ninetieth day prior to our 2026 Annual Meeting or, if later, the tenth day following the day on which certain public disclosure as described in our Bylaws of the meeting date is made. The public announcement of an adjournment or postponement of the 2026 Annual Meeting does not commence a new time period (or extend any time period) for the giving of a stockholder’s notice as described in this Proxy Statement. You are advised to review our Bylaws, which contain additional requirements with respect to advance notice of stockholder proposals and director nominees. Pursuant to Rule 14a-8 under the Exchange Act, our stockholders may present proper proposals for inclusion in our Proxy Statement and form of proxy and for consideration at the next annual meeting by submitting their proposals to us in a timely manner. Stockholder proposals as permitted by SEC Rule 14a-8 for inclusion in our proxy materials relating to the 2026 Annual meeting must be submitted to the Corporate Secretary in writing no later than December 30, 2025. In addition, any stockholders who intend to solicit proxies in support of director nominees other than the Company’s nominees at the next annual meeting must also comply with all applicable requirements of Rule 14a-19 under the Exchange Act. The advance notice requirement under Rule 14a-19 does not override or supersede the longer advance notice requirement under our Bylaws.
Interests of Directors and Executive Officers
| OTHER BUSINESS |
Interests of Directors and Executive Officers
The Board knows of no other business to be brought before the Annual Meeting. If, however, any other business should properly come before the Annual Meeting, the persons named as proxies will vote in their discretion as they may deem appropriate. By order of the Board of Directors, Michael Tiedemann Chief Executive Officer