AlTi Global (NASDAQ: ALTI) details 2026 virtual meeting, board votes, executive pay
AlTi Global, Inc. is holding its 2026 Annual Meeting of Stockholders as a fully virtual event on June 17, 2026 at 10:00 a.m. Eastern Time. Stockholders of record as of April 20, 2026 may attend online and vote on directors and the auditor appointment.
The proxy seeks approval to elect seven directors for terms ending at the 2027 meeting and to ratify KPMG LLP as independent registered public accounting firm for the year ended December 31, 2026. The Board is led by an independent Chair, with four standing committees overseeing audit, compensation, ESG and nominations, and transactions.
The filing details ownership, showing 151,617,840 common shares outstanding as of April 14, 2026 and significant holdings by Allianz SE, IlWaddi Holdings, and Michael Tiedemann. It also outlines equity compensation plans, 2025 named executive officer pay, related-party arrangements including Allianz and Constellation preferred investments, a Tax Receivable Agreement tied to the Up‑C structure, and governance policies such as insider trading, hedging prohibitions, and a clawback policy.
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Key Figures
Key Terms
emerging growth company regulatory
Tax Receivable Agreement financial
Up-C structure financial
clawback policy financial
Section 16(a) regulatory
equity compensation plan financial
Compensation Summary
| Name | Title | Total Compensation |
|---|---|---|
| Michael Tiedemann | ||
| Kevin Moran | ||
| Colleen Graham |
- Election of seven directors for terms expiring at the 2027 Annual Meeting of Stockholders
- Ratification of KPMG LLP as independent registered public accounting firm for the fiscal year ended December 31, 2026
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Notice of 2026 Annual Meeting of Stockholders | ||
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Date & Time | Location | Record Date | ||||||
Wednesday, June 17, 2026 10:00 a.m., ET | www.proxyvote.com | Monday, April 20, 2026 | ||||||
Proposal | Board Recommendation | Page Reference | ||||||
Item 1 Election of Directors | Vote FOR each director nominee | 42 | ||||||
Item 2 Ratification of the Appointment of the Independent Registered Public Accounting Firm | Vote FOR | 43 | ||||||
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Notice of 2026 Annual Meeting of Stockholders | ||
No. | Proposal | Board Recommendation | ||||||
1. | To vote to elect as directors the seven nominees named in the Proxy Statement for a term of office expiring at the 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified. | Vote FOR each nominee | ||||||
2. | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ended December 31, 2026. | Vote FOR | ||||||
3. | To consider any other business that is properly presented at the meeting and any adjournment or postponement thereof. | |||||||
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Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on June 17, 2026. On or about May 4, 2026, we mailed a Notice of Internet Availability of Proxy Materials (the “Notice”) to all stockholders of record on April 20, 2026, containing instructions on how to access our Proxy Statement, Annual Report and voting instructions. The Notice also contains instructions on how you can (i) receive a paper copy of the proxy materials, if you only received the Notice by mail, or (ii) elect to receive your proxy materials over the Internet. We encourage you to access and review all of the information contained in the proxy materials before voting. Our Proxy Statement, Annual Report, and other materials are available at www.proxyvote.com. | ||
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INFORMATION ABOUT OUR ANNUAL MEETING | 1 | ||
DIRECTORS & EXECUTIVE OFFICERS | 7 | ||
CORPORATE GOVERNANCE | 12 | ||
STOCK OWNERSHIP | 26 | ||
DELINQUENT SECTION 16(a) REPORTS | 28 | ||
SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS | 29 | ||
EXECUTIVE COMPENSATION | 30 | ||
SUMMARY COMPENSATION TABLE | 30 | ||
OUTSTANDING EQUITY AWARDS AT 2025 FISCAL YEAR END | 38 | ||
DIRECTOR COMPENSATION | 40 | ||
DIRECTOR COMPENSATION TABLE | 41 | ||
AUDIT COMMITTEE REPORT | 45 | ||
MEMBERS OF THE AUDIT COMMITTEE | 46 | ||
WHERE TO GET ADDITIONAL INFORMATION | 47 | ||
COST OF PROXY STATEMENT | 47 | ||
ADDITIONAL INFORMATION INCORPORATED BY REFERENCE | 47 | ||
CAUTIONARY INFORMATION REGARDING FORWARD-LOOKING STATEMENTS | 47 | ||
STOCKHOLDER COMMUNICATIONS | 48 | ||
OTHER BUSINESS | 49 | ||
EXHIBIT A | A-0 | ||
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PROXY STATEMENT | ||
INFORMATION ABOUT OUR ANNUAL MEETING |
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No. | Proposal | Board Recommendation | ||||||
1. | To vote to elect as directors the seven nominees named in the Proxy Statement for a term of office expiring at the 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified. | Vote FOR each nominee | ||||||
2. | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ended December 31, 2026. | Vote FOR | ||||||
3. | To consider any other business that is properly presented at the meeting and any adjournment or postponement thereof. | Vote FOR | ||||||
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• | FOR the election of each of the director nominees named in this Proxy Statement. |
• | FOR ratification of KPMG as the Company’s independent registered public accounting firm for the fiscal year ended December 31, 2026. |
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No. | Proposal | Vote Required | ||||||
1. | To vote to elect as directors the seven nominees named in the Proxy Statement for a term of office expiring at the 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified. | A plurality of the votes of shares of Common Stock properly cast as to the proposal. | ||||||
2. | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ended December 31, 2026. | A majority of the votes properly cast as to the proposal. | ||||||
3. | To consider any other business that is properly presented at the meeting and any adjournment or postponement thereof. | |||||||
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DIRECTORS & EXECUTIVE OFFICERS |
Committee Membership | |||||||||||||||||||||||||
Name | Age | Position(s) | Independent | Director Since | AFRC | HC&C | ESG&N | TC | |||||||||||||||||
Ali Bouzarif | 47 | Director | Yes | 2023 | • | • | • | ||||||||||||||||||
Tracey Brophy Warson(1) | 63 | Director | Yes | 2023 | • | • | |||||||||||||||||||
Nancy Curtin | 68 | Interim Chief Executive Officer, Global Chief Investment Officer and Director | No | 2026 | |||||||||||||||||||||
Nazim Cetin | 49 | Director | Yes | 2024 | • | • | |||||||||||||||||||
Norma Corio | 65 | Director | Yes | 2023 | • | • | • | ||||||||||||||||||
Mark Furlong | 69 | Director | Yes | 2023 | • | • | • | ||||||||||||||||||
Timothy Keaney | 64 | Chair of the Board | Yes | 2023 | • | • | |||||||||||||||||||
Andreas Wimmer | 50 | Director | Yes | 2024 | |||||||||||||||||||||
Number of Committee Meetings in 2025 | 10 | 5 | 4 | 3 | |||||||||||||||||||||
(1) | Ms. Brophy Warson and the Board have agreed she will not be renominated for re-election at the Annual Meeting and her term will end at the Annual Meeting. |
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Director Nominees |
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Name | Age | Position(s) | ||||||
Brooke Connell | 54 | President of US Wealth Management | ||||||
Colleen Graham | 60 | Chief Legal, Compliance and Risk Officer | ||||||
Michael Harrington | 63 | Chief Financial Officer | ||||||
Kevin Moran | 48 | President and Chief Operating Officer | ||||||
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CORPORATE GOVERNANCE |
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Board Skills and Experience Matrix |
Experience | Tim Keaney | Nancy Curtin | Mark Furlong | Ali Bouzarif | Norma Corio | Andreas Wimmer | Nazim Cetin | ||||||||||||||||
Accounting | ☑ | ☑ | ☑ | ☑ | ☑ | ||||||||||||||||||
Asset Management | ☑ | ☑ | ☑ | ☑ | ☑ | ☑ | |||||||||||||||||
Banking | ☑ | ☑ | ☑ | ☑ | ☑ | ☑ | |||||||||||||||||
Public Company Board Experience/Membership | ☑ | ☑ | ☑ | ☑ | ☑ | ||||||||||||||||||
CEO Experience | ☑ | ☑ | ☑ | ☑ | ☑ | ☑ | |||||||||||||||||
CFO Experience | ☑ | ☑ | ☑ | ||||||||||||||||||||
Compensation | ☑ | ☑ | ☑ | ☑ | |||||||||||||||||||
COO Experience | ☑ | ||||||||||||||||||||||
ESG | ☑ | ☑ | |||||||||||||||||||||
European Asset Management | ☑ | ☑ | ☑ | ☑ | |||||||||||||||||||
European Wealth Management | ☑ | ☑ | ☑ | ☑ | |||||||||||||||||||
Female | ☑ | ☑ | |||||||||||||||||||||
Finance | ☑ | ☑ | ☑ | ☑ | ☑ | ☑ | |||||||||||||||||
HR and Talent | ☑ | ☑ | |||||||||||||||||||||
International | ☑ | ☑ | ☑ | ☑ | ☑ | ||||||||||||||||||
Legal/Regulatory | ☑ | ☑ | ☑ | ☑ | |||||||||||||||||||
Mergers & Acquisitions | ☑ | ☑ | ☑ | ☑ | ☑ | ☑ | |||||||||||||||||
Risk | ☑ | ☑ | ☑ | ☑ | ☑ | ||||||||||||||||||
Strategy Development | ☑ | ☑ | ☑ | ☑ | ☑ | ☑ | |||||||||||||||||
Technology | ☑ | ☑ | ☑ | ||||||||||||||||||||
Transformational Change | ☑ | ☑ | ☑ | ☑ | |||||||||||||||||||
Wealth Management | ☑ | ☑ | ☑ | ☑ | ☑ | ☑ | |||||||||||||||||
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• | maintaining open communications with the independent auditors, internal auditors or other personnel responsible for the internal audit function (if applicable), outside valuation experts, executive management, and the Board; |
• | obtaining and reviewing a report, at least annually, from the independent registered public accounting firm describing (i) the independent registered public accounting firm’s internal quality-control procedures, (ii) any material issues raised by the most recent internal quality-control review, or peer review, of the audit firm, or by any inquiry or investigation by governmental or professional authorities within the preceding five years respecting one or more independent audits carried out by the firm and any steps taken to deal with such issues and (iii) all relationships between the independent registered public accounting firm and us to assess the independent registered public accounting firm’s independence; |
• | meeting separately, from time to time, with management, internal auditors or other personnel responsible for the internal audit function (if applicable), and the independent auditors to discuss matters warranting attention by the Audit Committee; |
• | regularly reporting committee actions to the Board and making recommendations as the Audit Committee deems appropriate; |
• | reviewing our risk management framework and major risk exposures; |
• | reviewing the financial results presented in all reports filed with the SEC; |
• | reviewing reports issued by regulatory examinations and considering the results of those reviews to determine if any findings could have a material effect on our financial statements or its internal controls and procedures; |
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• | discussing the Company’s disclosure, oversight of and conformity with our Code of Ethics, and matters that may have a material effect on our financial statements, operations, compliance policies, and programs; and |
• | reviewing and reassessing the adequacy of the Audit Committee’s charter at least annually and recommending any changes to the full Board; and taking other actions required of the Audit Committee by law, applicable regulations, or as requested by the Board. |
• | reviewing and approving on an annual basis the corporate goals and objectives relevant to our Chief Executive Officer’s compensation, evaluating our Chief Executive Officer’s performance in light of such goals and objectives and determining and approving the remuneration of our Chief Executive Officer based on such evaluation; |
• | reviewing and approving on an annual basis the compensation of all of our other executive officers; |
• | reviewing on an annual basis our executive compensation policies and plans; |
• | implementing and administering our incentive compensation equity-based remuneration plans; |
• | assisting management in complying with our proxy statement and annual report disclosure requirements; |
• | approving all special perquisites, special cash payments and other special compensation and benefit arrangements for our officers and employees; |
• | if required, producing a report on executive compensation to be included in our annual proxy statement; and |
• | reviewing, evaluating and recommending changes, if appropriate, to the remuneration for directors. |
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• | identifying, screening and reviewing individuals qualified to serve as directors and recommending to the Board candidates for nomination for election at the annual meeting of stockholders or to fill vacancies on the Board; |
• | developing and recommending to the Board and overseeing implementation of our Guidelines; |
• | developing, reviewing and overseeing our environmental, social and governance strategy, initiatives, and policies, including matters related to environmental, health and safety and corporate responsibility; |
• | reviewing and overseeing our diversity, equity and inclusion strategy, initiatives, and policies; |
• | coordinating and overseeing the annual self-evaluation of the Board, its committees, individual directors, and management in our governance; and |
• | reviewing on a regular basis our overall corporate governance and recommending improvements as and when necessary. |
• | reviewing and assessing proposals related to mergers, acquisitions, investments, material asset purchases, divestitures, and financing of these transactions; |
• | reviewing and approving proposals from management to hire legal, financial, and other professional advisors for transaction-related activities; |
• | overseeing various stages of transaction proposals, including initial engagement, valuation discussions, execution of non-binding and binding agreements, and integration and performance of consummated transactions; |
• | approving transaction proposals based on total consideration or equity value, with specific thresholds requiring different levels of approval; |
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• | monitoring, reviewing, and evaluating the performance of consummated transactions with management; and |
• | reviewing and reassessing the Transaction Committee’s charter and performance on an annual basis, making recommendations for amendments as needed. |
• | the skills of the proposed director candidate; |
• | his or her depth and breadth of business experience; |
• | whether the nominee would help achieve a mix that represents a diversity of background and experience, inclusive of gender, race, ethnicity, age, gender identity, gender expression and sexual orientation or other background characteristics; |
• | his or her independence; and |
• | the needs of the Board. |
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• | the timing of Unit Exchanges and the price of our Class A Common Stock at the time of such Unit Exchanges-the increase in any tax deductions, as well as the tax basis increase in other assets or other tax attributes, is proportional to the price of our Class A Common Stock at the time of the Unit Exchange; |
• | the extent to which such Unit Exchanges are taxable-if an exchange is not taxable for any reason, an increase in the tax basis of the assets of Umbrella (and thus increased deductions) may not be available as a result of such Unit Exchange; and |
• | the amount and timing of our income-we will be required to pay 85% of the cash tax savings, if any, as and when realized. |
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• | In relation to the private placement warrants issued by Cartesian (the “SPAC Private Placement Warrants”), except those held by specified individuals referred herein as the “Director Holders”: one-third of the SPAC Private Placement Warrants were locked-up during the period beginning on the Closing Date and ending on the date that is two years after the Closing Date; one-third of the SPAC Private Placement Warrants were locked-up during the period beginning on the Closing Date and ending on the date that is three years after the Closing Date; and one-third of the SPAC Private Placement Warrants were not locked-up; |
• | The SPAC Class B Ordinary Shares held by the Director Holders and the Common Stock received in exchange for such SPAC Class B Ordinary Shares (the “Director Shares”) and 50% of the shares of Common Stock, or Class B Units that are exchangeable into Common Stock pursuant to the Umbrella LLC Agreement, held by the Inactive Target Holders (as designated therein) (the “Inactive Target Holder Shares” and, together with the Director Shares, the “Director/Inactive Target Holder Shares”) were locked-up during the period beginning on the Closing Date and ending on the date that is one year after the Closing Date; |
• | The Option Shares (as defined in the Option Agreements, dated September 19, 2021, by and between the Company and the PIPE Investors, as amended on October 25, 2022) (the “Sponsor-Sourced Option Shares”) were locked-up for the period beginning on the Closing Date and ending on the earlier to occur of (x) one year after the date of the Closing Date or (y) such time, at least 150 days after the Closing Date, that the closing price of Common Stock equals or exceeds $12.00 per share (as adjusted for share splits, share dividends, reorganizations and recapitalizations) for any 20 trading days within any 30-day trading period; |
• | In relation to the Lock-Up Shares (other than the SPAC Private Placement Warrants, the Director/Inactive Target Holder Shares and the Sponsor-Sourced Option Shares): an amount equal to 40% (plus, in the case of the Sponsor, the Specified Amount (as defined in the Registration Rights and Lock-Up Agreement)) of such Lock-Up Shares were locked-up during the period beginning on the Closing Date and ending on the date that is one year after the Closing Date; an amount equal to 30% (minus, in the case of the Sponsor, one-half of the Specified Amount) of such Lock-Up Shares will be locked-up during the period beginning on the Closing Date and ending on the date that is two years after the Closing Date; and an amount equal to 30% (minus, in the case of the Sponsor, one-half of the Specified Amount) of such Lock-Up Shares will be locked-up during the period beginning on the Closing Date and ending on the date that is three years after the Closing Date. |
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• | any person who is, or at any time during the applicable period was, one of our executive officers or a member of the Board; |
• | any person who is known by us to be the beneficial owner of more than 5% of our voting stock; |
• | any immediate family member of any of the foregoing persons, which means any child, stepchild, parent, stepparent, spouse, sibling, mother-in-law, father-in-law, daughter-in-law, brother-in-law or sister-in-law of a director, officer, or a beneficial owner of more than 5% of our voting stock, and any person (other than a tenant or employee) sharing the household of such director, executive officer, or beneficial owner of more than 5% of our voting stock; and |
• | any firm, corporation, or other entity in which any of the foregoing persons is a partner or principal or in a similar position or in which such person has a 10% or greater beneficial ownership interest. |
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STOCK OWNERSHIP |
• | each person who is known to be the beneficial owner of more than 5% of shares of Common Stock; |
• | each of the Company’s current named executive officers, directors and director nominees; and |
• | all current executive officers, directors and director nominees of the Company as a group. |
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Class A Common Stock Beneficially Owned | Class B Common Stock Beneficially Owned(2) | % of Ownership(3) | |||||||||||||||
Name of Beneficial Owner(1) | Shares | Percentage | Shares | Percentage | |||||||||||||
Five Percent Holders | |||||||||||||||||
Allianz SE(4) | 26,707,214 | 24.1% | - | - | 17.6% | ||||||||||||
IlWaddi Holdings(5) | 18,117,850 | 16.4% | - | - | 12% | ||||||||||||
Michael Tiedemann(6) | 847,549 | * | 10,246,826 | 25.1% | 7.43% | ||||||||||||
Global Goldfield Limited(7) | 10,426,163 | 9.4% | - | - | 6.9% | ||||||||||||
Drew Figdor | 1,200,000 | 1.1% | 6,867,856 | 16.8% | 5.3% | ||||||||||||
Spiros Maliagros | 772,803 | * | 2,600,000 | 6.4% | 2.2% | ||||||||||||
Directors, Director Nominees and Named Executive Officers | |||||||||||||||||
Nancy Curtin | 149,921 | * | - | - | * | ||||||||||||
Kevin Moran | 156,982 | * | 695,759 | 1.7% | * | ||||||||||||
Colleen Graham | 147,093 | * | - | - | * | ||||||||||||
Brooke Connell | 286,424 | * | 765,879 | 1.9% | * | ||||||||||||
Ali Bouzarif(8) | 802,085 | * | - | - | * | ||||||||||||
Timothy Keaney | 160,184 | * | - | - | * | ||||||||||||
Tracey Brophy Warson | 53,787 | * | - | - | * | ||||||||||||
Nazim Cetin | 22,774 | * | - | - | * | ||||||||||||
Norma Corio | 40,676 | * | - | - | * | ||||||||||||
Mark Furlong | 65,676 | * | - | - | * | ||||||||||||
Andreas Wimmer | 22,774 | * | - | - | * | ||||||||||||
Michael Harrington | 27,089 | * | - | - | - | ||||||||||||
Patrick Keenan | 15,988 | * | - | - | * | ||||||||||||
All directors, director nominees and executive officers as a group (13 individuals) | 1,951,453 | 1.8% | 1,461,638 | 3.6% | 2.3% | ||||||||||||
(1) | Unless otherwise noted, the business address of each of the entities or individuals is 22 Vanderbilt Ave., 27th Floor, New York, New York 10017. |
(2) | Each Class B Unit of Umbrella is paired with a share of Class B Common Stock (collectively, the “Paired Interests”). Pursuant to the Umbrella LLC Agreement, a Paired Interest may be exchanged at designated times for a share of Class A Common Stock on a one-for-one basis, subject to equitable adjustments for stock splits, stock dividends and reclassifications. As the holder exchanges the Paired Interests pursuant to the Umbrella LLC Agreement, the shares of Class B Common Stock included in the Paired Interests will automatically be canceled and the Class B Units included in the Paired Interests shall be automatically transferred to us and converted into and become an equal number of Class A Units in Umbrella. |
(3) | Shares of Common Stock subject to stock options or warrants currently exercisable or exercisable within 60 days of April 14, 2026 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. |
(4) | Based exclusively on a Schedule 13D filed by Allianz SE on April 2, 2026. Allianz SE claimed sole power to vote or to direct the vote of 26,707,213.96 shares and the sole power to dispose or to direct the disposition of 26,707,213.96 shares, both of which consist of (i) 19,318,580.96 total shares of Class A Common Stock and the Allianz Warrants to purchase 5,000,000 shares of Class A Common Stock |
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(5) | Consists of 18,117,850 shares of Class A Common Stock held directly by IlWaddi Holdings (“IlWaddi”). H.E. Sheikh Jassim bin Abdulaziz J.H. Al-Thani is the sole owner of IlWaddi. Accordingly, Mr. Al-Thani may be deemed to have beneficial ownership of the shares held directly by IlWaddi. The business address of IlWaddi and Mr. Al-Thani is c/o Geller Advisors, 909 Third Avenue, New York, NY 10022. |
(6) | Based exclusively on a Schedule 13D filed by Michael Tiedemann on March 31, 2026. Consists of (i) 710,351.36 shares of Class A Common Stock and 4,915,196 shares of Class B Common Stock held by Mr. Tiedemann, (ii) 63,326 shares of Class A Common Stock and 2,500,103 shares of Class B Common Stock held by the Michael Glenn Tiedemann 2012 Delaware Trust (“MGT 2012 DE Trust”) over which shares Mr. Tiedemann has investment discretion, (iii) 30,954 shares of Class A Common Stock and 1,137,119 shares of Class B Common Stock held by the CHT Family Trust Article 3rd fbo Michael G. Tiedemann (“CHT Fam Tst Ar 3rd fbo MGT”) over which shares Mr. Tiedemann has investment discretion and (iv) 42,918 shares of Class A Common Stock and 1,694,408 shares of Class B Common Stock held by Chauncey Close, LLC, over which shares Mr. Tiedemann may be deemed to have beneficial ownership by virtue of being the managing member of Chauncey Close, LLC. Mr. Tiedemann disclaims beneficial ownership of the shares of Class B Common Stock held by the MGT 2012 DE Trust, the CHT Fam Tst Ar 3rd fbo MGT and Chauncey Close, LLC, except to the extent of any pecuniary interest he may have therein. The principal business address of MGT 2012 DE Trust is c/o Tiedemann Trust Company, 200 Bellevue Parkway, Suite 525, Wilmington, DE 19809. |
(7) | Consists of 10,426,163 shares of Class A Common Stock held directly by Global Goldfield Limited (“GGL”). The sole owner of GGL is Jaywell Limited (“Jaywell”). The sole owner of Jaywell is Avanda Investments Limited (“Avanda”). The sole owner of Avanda is Peterson Alpha (PTC) Limited (“Peterson”). The sole owner of Peterson is Yeung Sai Hong. Accordingly, each of Jaywell, Avanda, Peterson and Mr. Yeung may be deemed to have beneficial ownership of the shares held directly by GGL. The business address of GGL, Jaywell, Avanda, Peterson and Mr. Yeung is 22/F South China Building, 1-3 Wyndham Street, Central, Hong Kong. |
(8) | Consists of (i) 53,787.31 shares of Class A Common Stock held by Mr. Bouzarif and (ii) 748,298 shares of Class A Common Stock held by MERCYAH B.V. (“Mercyah”). Mercyah is controlled by Mr. Bouzarif. Consequently, Mr. Bouzarif may be deemed to share voting and dispositive control over the securities held by Mercyah and thus to share beneficial ownership of such securities. Mr. Bouzarif disclaims beneficial ownership of the securities held by Mercyah, except to the extent of his pecuniary interest therein. The business address of Mercyah is Brugsesteenweg (Kor) No.44 Kortnijk, Belgium. |
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Equity Compensation Plan Information | |||||||||||
Plan Category | Number of securities to be issued upon exercise of outstanding options, warrants and rights (a) | Weighted-average exercise price of outstanding options, warrants and rights (b) | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (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 | ||||||||
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EXECUTIVE COMPENSATION |
SUMMARY COMPENSATION TABLE FOR FISCAL YEAR 2025 |
Name and Principal Position | Year | Salary($) | Bonus ($)(1) | Stock Awards ($)(2) | All Other Compensation ($)(3) | Total($) | ||||||||||||||
Michael Tiedemann, Chief Executive Officer(4) | 2025 | 600,000 | 1,000,000 | 1,212,533 | 17,500 | 2,830,033 | ||||||||||||||
2024 | 600,000 | 1,300,000 | 3,473,992 | 17,250 | 5,391,242 | |||||||||||||||
Kevin Moran, President and Chief Operating Officer | 2025 | 450,000 | 762,000 | 3,383,069 | 17,500 | 4,572,569 | ||||||||||||||
2024 | 400,000 | 812,000 | 1,563,266 | 17,250 | 2,792,516 | |||||||||||||||
Colleen Graham, Chief Legal, Compliance and Risk Officer | 2025 | 425,000 | 637,000 | 2,878,187 | 17,500 | 3,907,687 | ||||||||||||||
2024 | 375,000 | 1,080,750(5) | 894,717 | 17,250 | 2,367,717 | |||||||||||||||
(1) | Except as otherwise set forth below, the amounts in this column represent discretionary bonuses earned by our NEOs during the applicable fiscal year. |
(2) | The amounts in this column represent the aggregate grant date fair value of restricted stock units (“RSUs”) and performance-based restricted stock units (“PSUs”) granted to each named executive officer pursuant to the 2023 Plan, computed in accordance with FASB Accounting Standards Codification Topic 718. Such grant date fair values do not take into account any estimated forfeitures. See our audited consolidated financial statements appearing in our 2025 Annual Report for assumptions underlying the valuation of equity awards. The amounts reported in this column reflect the accounting cost for these RSUs and PSUs and do not correspond to the actual economic value that may be received by our NEOs upon the vesting of the restricted stock units or any sale of the underlying shares of common stock. In addition, a portion of the equity awards granted to our Named Executive Officers were to recognize their performance and contributions for the prior fiscal year. With respect to the PSUs, the amounts reported reflect the grant date fair value assuming probable achievement. The maximum payout level (assuming the highest level of performance achievement) for such PSUs granted to Mr. Tiedemann, Mr. Moran and Ms. Graham in 2025 was $650,000, $269,000 and $219,000, respectively |
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(3) | Unless otherwise provided, amounts reported for 2025 represent matching contributions contributed by the Company to each NEO’s account in the Company’s 401(k) plan. |
(4) | Mr. Tiedemann served as Chief Executive Officer until March 30, 2026. |
(5) | Amount includes an additional discretionary bonus of $393,750 paid to Ms. Graham in May 2024 in connection with a share buyout related to previous employment. |
Narrative Disclosure to Summary Compensation Table |
Name | 2025 Base Salary | ||||
Michael Tiedemann | $600,000 | ||||
Kevin Moran | $450,000 | ||||
Colleen Graham | $425,000 | ||||
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OUTSTANDING EQUITY AWARDS AT 2025 FISCAL YEAR END |
Stock Awards(1) | |||||||||||||||||
Name | Vesting Commencement Date | Number of shares or units of stock that have not vested (#)(2) | Market value of shares of units of stock that have not vested ($)(3) | Equity incentive plan awards: Number of unearned shares, units or other rights that have not vested (#) | Equity incentive plan awards: Market value of unearned shares, units or other rights that have not vested ($)(3) | ||||||||||||
Michael Tiedemann | February 15, 2023 | 1,668.65 | 7,742.55 | - | - | ||||||||||||
February 15, 2023 | 7,667.86 | 35,578.87 | - | - | |||||||||||||
February 15, 2023 | 16,209.77 | 75,213.35 | - | - | |||||||||||||
February 15, 2024 | 115,819.21 | 537,401.13 | - | - | |||||||||||||
(4) | - | - | 305,822.14 | 1,419,014.72 | |||||||||||||
February 15, 2025 | 257,255.94 | 1,193,667.55 | - | - | |||||||||||||
(5) | - | - | 115,248.23 | 534,751.77 | |||||||||||||
Kevin Moran | February 15, 2023 | 1,668.65 | 7,742.55 | - | - | ||||||||||||
February 15, 2023 | 7,667.86 | 35,578.87 | - | - | |||||||||||||
February 15, 2023 | 38,061.18 | 176,603.89 | - | - | |||||||||||||
February 15, 2024 | 27,570.62 | 127,927.69 | - | - | |||||||||||||
(4) | - | - | 157,978.25 | 733,019.07 | |||||||||||||
February 15, 2025 | 106,464.38 | 493,994.72 | - | - | |||||||||||||
(5) | - | - | 47,695.04 | 221,304.96 | |||||||||||||
June 27, 2025(6) | 692,612.14 | 3,213,720.32 | - | - | |||||||||||||
Colleen Graham | February 15, 2023 | 17,878.43 | 82,955.90 | - | - | ||||||||||||
February 15, 2023 | 4,016.07 | 18,634.54 | - | - | |||||||||||||
February 15, 2024 | 23,276.84 | 108,004.52 | |||||||||||||||
February 15, 2024 | 39,548.02 | 183,502.83 | - | - | |||||||||||||
(4) | - | - | 51,394.75 | 238,471.66 | |||||||||||||
February 15, 2025 | 86,675.46 | 402,174.14 | - | - | |||||||||||||
(5) | - | - | 38,829.79 | 180,170.21 | |||||||||||||
June 27, 2025(6) | 593,667.55 | 2,754,617.41 | - | - | |||||||||||||
(1) | Represents unvested RSUs and unearned PSUs as of December 31, 2025 granted under the 2023 Plan. |
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(2) | Unless otherwise set forth below, the RSUs vest in three equal annual installments commencing upon the first anniversary of the vesting commencement date, subject to continued service through each applicable vesting date. |
(3) | Based on the closing price of our common stock on December 31, 2025, which was $4.64. |
(4) | Represents the target number of PSUs awarded to each named executive officer that remain eligible to vest over the remaining performance period. 33.33% of the PSUs shall be eligible to vest at the end of each of three annual performance periods beginning on March 31, 2025, subject to the NEO’s continued service with the Company through the applicable performance period, based on the total shareholder return of the Class A Common Stock exceeding certain thresholds. The maximum number of PSUs that may vest over three years is 200% of the target number. |
(5) | Represents the target number of PSUs awarded to each named executive officer. 33.33% of the PSUs shall be eligible to vest at the end of each of three annual performance periods beginning on March 31, 2026, subject to the NEO’s continued service with the Company through the applicable performance period, based on the total shareholder return of the Class A Common Stock exceeding certain thresholds. The maximum number of PSUs that may vest over three years is 200% of the target number. |
(6) | The RSUs will vest in full on the second anniversary of the vesting commencement date, subject to continued service through each applicable vesting date. |
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DIRECTOR COMPENSATION |
Retainer ($) | ||||||||
Chair | Member | |||||||
Board Service | $40,000 | $100,000 | ||||||
Committee Service | ||||||||
Audit Committee | $20,000 | $10,000 | ||||||
Compensation Committee | $10,000 | $5,000 | ||||||
ESG&N Committee | $10,000 | $5,000 | ||||||
Transaction Committee | $10,000 | $5,000 | ||||||
Special Committee | - | $25,000* | ||||||
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DIRECTOR COMPENSATION TABLE FOR FISCAL YEAR 2025 |
Name | Fees Earned or Paid in Cash($) | Stock Awards($)(1)(2) | All Other Compensation($) | Total($) | ||||||||||
Ali Bouzarif | 105,000 | 125,080 | - | 230,080 | ||||||||||
Nazim Cetin | 110,000 | 125,080 | - | 235,080 | ||||||||||
Norma Corio | 300,000 | 125,080 | - | 425,080 | ||||||||||
Mark Furlong | 310,000 | 125,080 | - | 435,080 | ||||||||||
Timothy Keaney | 330,000 | 193,306 | - | 523,306 | ||||||||||
Tracey Brophy Warson | 290,000 | 125,080 | - | 415,080 | ||||||||||
Andreas Wimmer | 100,000 | 125,080 | - | 225,080 | ||||||||||
(1) | The amounts in this column represent the aggregate grant date fair value of restricted stock units granted to each non-employee director, computed in accordance with FASB Accounting Standards Codification Topic 718. Such grant date fair values do not take into account any estimated forfeitures. See our audited consolidated financial statements appearing in our 2025 Annual Report for assumptions underlying the valuation of equity awards. The amounts reported in this column reflect the accounting cost for these restricted stock units and do not correspond to the actual economic value that may be received by our non-employee directors upon the vesting of restricted stock units or any sale of the underlying shares of common stock. |
(2) | The number of unvested restricted stock units held by each non-employee director at fiscal year-end 2025 is shown below. |
Name | Number of Unvested RSUs (#) | ||||
Ali Bouzarif | 30,732,266 | ||||
Nazim Cetin | 30,732,266 | ||||
Norma Corio | 30,732,266 | ||||
Mark Furlong | 30,732,266 | ||||
Timothy Keaney | 47,495,320 | ||||
Tracey Brophy Warson | 30,732,266 | ||||
Andreas Wimmer | 30,732,266 | ||||
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PROPOSAL NO. 1 ELECTION OF DIRECTORS | ||
Name | Term Expiring | ||||
Ali Bouzarif | 2027 Annual Meeting | ||||
Nazim Cetin | 2027 Annual Meeting | ||||
Norma Corio | 2027 Annual Meeting | ||||
Nancy Curtin | 2027 Annual Meeting | ||||
Mark Furlong | 2027 Annual Meeting | ||||
Timothy Keaney | 2027 Annual Meeting | ||||
Andreas Wimmer | 2027 Annual Meeting | ||||
Board Recommendation |
For this year’s election, the Board has nominated seven director candidates. The Board believes these director nominees provide AlTi with the combined depth and breadth of skills, experience and qualities required to contribute to an effective and well-functioning Board. The biographical information about each director nominee in the section titled “Directors & Executive Officers” beginning on page 7 highlights the experience, qualifications, attributes and skills possessed by such director nominee that led the Board to determine that he or she should serve as director. | THE BOARD RECOMMENDS STOCKHOLDERS VOTE “FOR” EACH OF THE DIRECTOR NOMINEES. | ||||
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PROPOSAL NO. 2 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | ||
• | The professional qualifications of KPMG, the lead audit partner, and other key engagement personnel. |
• | KPMG’s independence and its processes for maintaining its independence. |
• | The appropriateness of KPMG’s fees for audit and non-audit services. |
Year | Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees | Total | ||||||||||||
2025 | $4,117,600 | $913,484 | $- | $5,031,084 | |||||||||||||
2024 | $4,889,299 | $100,000 | $12,819 | $- | $5,002,118 | ||||||||||||
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Board Recommendation |
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AUDIT COMMITTEE REPORT |
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MEMBERS OF THE AUDIT COMMITTEE |
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WHERE TO GET ADDITIONAL INFORMATION |
COST OF PROXY STATEMENT |
ADDITIONAL INFORMATION INCORPORATED BY REFERENCE |
CAUTIONARY INFORMATION REGARDING FORWARD-LOOKING STATEMENTS |
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STOCKHOLDER COMMUNICATIONS |
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OTHER BUSINESS |
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