seic-20240415

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

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Securities Exchange Act of 1934

(Amendment No. )

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SEI INVESTMENTS COMPANY

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SEI Investments Company Notice of Annual Meeting of Shareholders to be held May 29, 2024

Powering the future.


Alfred P. West, Jr. Executive Chairman						Last year we celebrated SEI’s 55th anniversary—a milestone marked by the depth of our relationships and unwavering commitment to helping our clients embrace unrelenting change. CEO Ryan Hicke, our leadership team, and talented workforce continue to enable our clients’ and our company’s sustainable success. It has been an honor to help lead our great company through more than a half-century of growth, and I am excited for what lies ahead. We’ve seized opportunities to thoughtfully invest in our talent and ignite our culture across our enterprise globally to drive value for our stakeholders. SEI’s values set a strong foundation from which we nurture our culture, develop and align our talent to strategic opportunities, and build meaningful connections with our clients, communities, and the industry. Our strategy to cultivate innovation includes initiatives and programs that test new ideas, so we can deliver enhanced and new solutions that meet tomorrow’s demands for constant evolution. Just as we’re dedicated to our clients’ success, our employees are passionate about making a positive impact on our communities. Giving back through acts of service and volunteerism brings to life our mission to build brave futuresSM through the power of connection. When we’re unified by a common mission, we find purpose, strengthen our communities, and create opportunity for the next generation. Today, we stand well-positioned to drive an even greater impact. With our unrivaled industry position, breadth of technology, operations, and asset management capabilities, and differentiated talent, we can accelerate our growth and power the future for our clients, communities, and company.

2024 Proxy Statement 1




Notice of Annual Meeting of Shareholders
Date and time Wednesday, May 29, 2024 9 a.m. ET Location Virtual meeting Our 2024 Annual Meeting will be held in a virtual-only format. Shareholders will not be able to attend our 2024 Annual Meeting of Shareholders in person. Shareholders may attend our 2024 Annual Meeting of Shareholders virtually at www.virtualshareholdermeeting.com/SEIC2024 by entering the 16-digit voting control number found on your proxy card or in your voting instructions. Join our virtual shareholder meeting						Purposes 1.To elect three directors for a term expiring at our 2027 Annual Meeting of Shareholders; 2.To approve on an advisory basis the compensation of our named executive officers; 3.To approve the adoption of the 2024 Omnibus Equity Compensation Plan of the Company; 4.To ratify the appointment of KPMG LLP as independent registered public accountants to examine our consolidated financial statements for 2024; and 5.To transact such other business as may properly come before our 2024 Annual Meeting of Shareholders or any adjournments thereof. Only shareholders of record at the close of business on March 22, 2024 will be entitled to receive notice of, and to vote at, our 2024 Annual Meeting of Shareholders and any adjournments thereof. Additional information regarding the rules and procedures for participating in and voting during the Annual Meeting will be set forth in our meeting rules of conduct, which shareholders will be able to view prior to or during the virtual meeting. Whether or not shareholders plan to attend our virtual-only 2024 Annual Meeting of Shareholders, SEI urges shareholders to vote and submit their proxies in advance of the meeting by one of the methods described in these proxy materials. By order of the Board of Directors, Michael N. Peterson, Secretary April 15, 2024

2 2024 Proxy Statement



	Table of contents

How to vote Your vote is important Vote by 11:59 p.m. ET on May 28, 2024 for shares held directly and by 11:59 p.m. ET on May 24, 2024 for shares held in a Plan. Refer to the attached proxy materials or the information forwarded by your bank, broker, or other nominee to see which voting methods are available. Internet Go to www.proxyvote.com and follow the instructions. You will need the control number from your proxy card or voting instruction form, or to scan the QR code to vote using your mobile device. Telephone If your shares are held in the name of a broker, bank or other nominee, follow the telephone voting instructions provided. If your shares are registered in your name, call 1-800-690-6903 and follow the voice prompts. You will need the control number from your proxy card or voting instruction form. Mail Complete, sign, date, and return the enclosed proxy card or voting instruction card in the postage pre-paid envelope provided. Voting at the Annual Meeting This year’s Annual Meeting will be virtual. You may vote during the meeting pursuant to the rules and procedures for participating in and voting during the meeting set forth in our meeting rules of conduct, which shareholders will be able to view prior to or during the meeting at www.virtualshareholdermeeting.com/SEIC2024 by entering the 16-digit voting control number found on your proxy card or voting instruction form and by following the instructions to vote. Please read both this Proxy Statement and our Annual Report before you cast your vote. They are available free of charge on our website at seic.com/investor-relations.	4	Proxy statement

	6	Powering the future

	10	Proxy summary

	12	Proposal 1
		Election of directors

	20	Corporate governance

	24	Ownership of shares

	26	Compensation discussion and analysis

	40	Executive compensation

	48	Audit Committee report

	50	Proposal 2
		Advisory vote on executive compensation

	52	Proposal 3
		Approval of adoption of 2024 Omnibus Equity Compensation Plan

	66	Proposal 4
		Ratification of appointment of independent registered public accountants

	69	Other important information

2024 Proxy Statement 3

Proxy
statement.

This Proxy Statement is furnished in connection with the solicitation by the Board of Directors (the “Board”) of SEI Investments Company (“SEI,” “the Company,” “we,” or “our”) of proxies for use at our 2024 Annual Meeting of Shareholders to be held on May 29, 2024, and at any adjournments thereof (our “2024 Annual Meeting”).

2024 Annual Meeting of

Shareholders

Action will be taken at our 2024 Annual Meeting to elect three directors with a term expiring at our 2027 Annual Meeting of Shareholders; to approve on an advisory basis the compensation of our named executive officers; to approve the adoption of the 2024 Omnibus Equity Compensation Plan; to ratify the appointment of KPMG LLP as independent registered public accountants to examine our consolidated financial statements for 2024; and to consider such other business as may properly come before our 2024 Annual Meeting and any adjournments thereof. This Proxy Statement, the accompanying proxy card or voting instruction form and our Annual Report for 2023 will be sent to our shareholders on or about April 15, 2024.

Our 2024 Annual Meeting will be held in a virtual-only format. Shareholders will not be able to attend our 2024 Annual Meeting in person. Shareholders may attend our 2024 Annual Meeting virtually at www.virtualshareholdermeeting.com/SEIC2024 by entering the 16-digit voting control number found on your proxy card or your voting instruction form. Shareholders whose shares are held in the name of a broker, bank or other nominee and who need their 16-digit control number should contact their bank, broker or other nominee, and to ensure receipt of the control number in a timely fashion, should do so well in advance of the 2024 Annual Meeting of Shareholders.

Voting at the meeting

Only the holders of shares of our common stock, par value $.01 per share (“Shares”), of record at the close of business on March 22, 2024 (“Shareholders”), are entitled to vote at our 2024 Annual Meeting. On that date, there were 131,516,973 Shares outstanding and entitled to be voted at our 2024 Annual Meeting. Each Shareholder will have the right to one vote for each Share outstanding in his or her name on our books.

See “Ownership of Shares” for information regarding the ownership of Shares by our directors, nominees, officers, and certain shareholders.

Quorum and required votes

A majority of the Shares entitled to vote at the 2024 Annual Meeting, present either in person or by proxy, will constitute a quorum for all purposes of the 2024 Annual Meeting. Shares voted on any matter submitted to a vote at the Annual Meeting, under Pennsylvania law, will be considered present for all purposes of the meeting and will therefore be counted for purposes of calculating whether a quorum is present at the Annual Meeting. Under Pennsylvania law and our Articles and Bylaws, if a quorum is present at the meeting:

•the three nominees for election as directors will be elected to the Board if the votes cast for each nominee exceed the votes cast against the nominee;

4 2024 Proxy Statement

•management’s proposal to approve on an advisory basis the compensation of our named executive officers as disclosed in this Proxy Statement will be approved if the votes cast in favor of the proposal constitute a majority of the votes which all shareholders present in person or by proxy are entitled to cast;

•management’s proposal to approve the adoption of the 2024 Omnibus Equity Compensation Plan will be approved if the votes cast in favor of the proposal constitute a majority of the votes which all shareholders present in person or by proxy are entitled to cast; and

•the ratification of the appointment of our independent public accountants will be approved if the votes cast in favor of the proposal constitute a majority of the votes which all shareholders present in person or by proxy are entitled to cast.

Abstentions are considered votes entitled to be cast on a proposal, but not cast. Broker non-votes are considered not entitled to be cast with respect to “non-routine” matters and will not occur with respect to “routine” matters, such as the vote on the ratification of the independent public accountants. Thus, abstentions will have no effect on the election of directors, but will impact the other proposals as they will have the effect of a vote against the proposal. Broker non-votes will have no effect on any of the proposals.

Other voting information

Shares represented by each properly executed proxy card will be voted in the manner specified by the respective Shareholder. If instructions to the contrary are not given, such Shares will be voted FOR the election to our Board of the nominees listed herein; FOR management’s proposal to approve on an advisory basis the compensation of our named executive officers; FOR management’s proposal to adopt the 2024 Omnibus Equity Compensation Plan; and FOR the ratification of the appointment of KPMG LLP as independent registered public accountants to examine our consolidated financial statements for 2024.

If any other matters are properly presented for action at the meeting, the proxy holders will vote the proxies (which confer discretionary authority to vote on such matters) in accordance with their best judgment. Brokers or other nominees who hold Shares for a beneficial owner have the discretion to vote on routine proposals when they have not received voting

instructions from the beneficial owner at least ten days prior to the Annual Meeting.

Your broker is not permitted to vote on your behalf on the election of directors, the advisory vote proposal on approval of compensation or the proposal to adopt the 2024 Omnibus Equity Compensation Plan, as well as any other non-routine matters unless you provide specific instructions by completing and returning the proxy card or by following the instructions provided to you by your broker, trustee or nominee to vote your Shares via telephone or the Internet. We expect that brokers and nominees will determine that they have the discretion to vote the Shares held of record by them in the absence of voting instructions from the beneficial holder only on the ratification of the selection of our independent public accountants.

As a result, it is important to understand that if you hold your Shares through a broker, you must give your broker specific instructions on how to vote your Shares for them to be counted as votes cast on a number of matters being considered at the meeting and to affect the outcome of those votes.

You may vote your Shares in one of several ways, depending upon how you own your Shares. If you own shares registered in the name of a bank, broker or other nominee, refer to your proxy card or voting instruction form to see which voting methods are available to you. If you own shares that are registered with our transfer agent in your own name, you may vote on the Internet, by telephone or mail as described on your ballot card or voting instruction form.

This year’s annual meeting will be virtual. You may vote during the meeting pursuant to the rules and procedures for participating in and voting during the Annual Meeting set forth in our meeting rules of conduct, which shareholders will be able to view prior to or during the meeting at www.virtualshareholdermeeting.com/SEIC2024 by entering the 16-digit voting control number found on your proxy card or your voting instruction form, and by following the instructions to vote.

Any record Shareholder giving a proxy or other voting instruction has the right to revoke it by providing written notice of revocation to our Secretary at any time before the proxy or voting instruction is voted.

Please read both this Proxy Statement and our Annual Report before you cast your vote.

2024 Proxy Statement 5

Powering the future.

With our breadth of technology, operations, and asset management capabilities, we serve a diverse client base in growing—and changing—markets around the world. We are a connector, and our unmatched position at the center of the industry enables us to solve our clients’ most complex challenges.

The pace of change in the world today is at the highest it’s ever been—and at the lowest it will ever be. Reinforcing the foundation from which we help our clients and communities embrace that change is important. And our culture and employees are at the core of that foundation.

Igniting our culture for success

Our company values guide our behavior, so we can build deep connections with our clients, communities, and each other. Our focus on nurturing a culture through programs and initiatives that embody these values while engaging our workforce is a key component to driving our company’s and clients’ growth.

MySEI. To foster engagement, streamline company communications, and provide a personalized employee experience across a hybrid workforce, we launched a modern, interactive intranet. MySEI brings together our employees in a digitally driven, collaborative way to share ideas, information, and experiences across our global offices.

Recognize. We understand the importance of acknowledging and celebrating our employees’ hard work and success. We implemented Recognize, a new tool for peer-to-peer recognition that not only recognizes our individual and collective achievements, but also aligns that recognition to our values to reinforce how our actions contribute to growth.

Official Partner of the Philadelphia Phillies. We teamed up with the Phillies to build connections and push boundaries that affect positive change. Our partnership highlights various employee engagement opportunities, including a wiffle ball tournament with a championship round at Citizens Bank Park, volunteer initiatives to give back to the community, and a hackathon competition to drive innovation with SEI and the Phillies’ Baseball Operations team.

New Business Ventures. In order to consistently generate new business ideas, test, and launch them, we need to dig deep into our roots of innovation with a dedicated focus. Our New Business Ventures team was created to incubate and accelerate new, sustainable growth engines for SEI by exploring emerging frontiers of wealth and impact. As part of this effort, we recently launched SEIsmic, our first employee-led business resource group that unites our innovation centers and leverages the diverse skills and perspectives across our company to help drive our growth.

6 2024 Proxy Statement


Our values.



Courage						Integrity



Collaboration						Inclusion



Connection						Fun

2024 Proxy Statement 7

Investing in our talent for the future

Our people differentiate our company in the market and community. They are a driving force behind our success, and as one of our greatest assets, we remain committed to investing in their development and aligning our talent to the areas of our business where we believe some of greatest growth potential lies.

Enterprise Sales Team. In 2023, we brought together sales expertise from across our business segments to harness the power of our growth engines and take a more holistic approach to our markets. The Enterprise Sales Team’s collaborative approach positions us well to educate our markets on SEI’s differentiation and best meet our clients’ needs.

AI Center of Excellence. As we explore emerging technologies like artificial intelligence (AI), we’ve made investments in upskilling our workforce to capitalize on opportunities for enhancing our capabilities and solutions. Our strategic investment in and partnership with TIFIN, a leading innovation platform accelerating the adoption of AI in wealth management, furthers exploration and solution delivery, as well as creates opportunities for our employees to participate in externships.

SEI Sales University. In 2024, we launched a fast-track professional development program for current employees—of all professional backgrounds—who have an interest in moving into a sales role. Through this program, they learn fundamentals, expand their business acumen, grow their networks, and increase their sales proficiency.

Leadership development. As part of our commitment to fostering an inclusive culture, we partnered with McKinsey’s Connected Leaders Academy to offer accelerated development opportunities to diverse talent with a goal of enhancing leaders’ progression in our organization. In 2023, we held an immersive, offsite leadership development experience facilitated by faculty at St. Joseph’s University. Program participants explored topics such as leading through change, conflict management, and inclusive leadership.

Putting passion into action

We strive to make a meaningful, positive impact in the communities where we work and live through stewardship and advocacy. Our employee resource groups empower our workforce to act with purpose while nurturing a culture of inclusion to help ensure our employees feel welcomed, valued, and respected every day—regardless of their identity.

SEI Black Professionals Network: Fosters positive change and supports the advancement of Black professionals

SEI Cares: Sponsors and identifies volunteer opportunities and awareness events and oversees an employee-led 501(c)(3) organization

SEI enABLE: Provides resources and support for individuals who identify as and/or who support individuals who identify as Neurodivergent and/or as a person with dis/Abilities (PWD)

SEI Green Team: Provides environmental education focused on creating a sustainable future

SEI Pride: Supports SEI's LGBTQ+ community

SEI Salutes: Supports veterans and their families in the transition from military service to civilian life

SEI Women’s Network: Seeks to inspire and support the professional growth of women both at SEI and beyond

8 2024 Proxy Statement

Employee Demographics


							Non-Hispanic or Latino

Job categories	Hispanic or Latino		Male						Female						Overall totals
			White	Black or African American	Native Hawaiian or Pacific islander	Asian	American Indian or Alaskan Native	Two or more races	White	Black or African American	Native Hawaiian or Pacific islander	Asian	American Indian or Alaskan Native	Two or more races
	Male	Female
Exec/Sr. Officials & Mgrs	0	0	20	0	0	2	0	1	2	0	0	1	0	0	26
First/Mid Officials & Mgrs	9	5	398	10	0	40	1	2	218	13	0	17	0	3	716
Professionals	74	35	1674	104	2	289	2	38	727	60	0	191	1	11	3208
Technicians	0	0	7	0	0	2	0	1	2	0	0	0	0	0	12
Sales Workers	2	0	131	2	0	3	0	2	30	2	0	4	0	0	176
Administrative Support	1	1	3	0	0	2	0	0	5	0	0	0	0	0	12
Craft Workers	0	0	5	0	0	0	0	0	1	0	0	0	0	0	6
Operatives	0	0	0	0	0	0	0	0	0	0	0	0	0	0	0
Laborers & Helpers	0	0	0	0	0	0	0	0	0	0	0	0	0	0	0
Service Workers	1	0	16	0	0	0	0	2	0	0	0	0	0	1	20
Total	87	41	2254	116	2	338	3	46	985	75	0	213	1	15	4176
Previous Report Total	77	36	2150	111	2	293	2	35	984	68	0	193	1	11	3521

*This table provides demographic data for SEI’s U.S. employees as of the payroll period from October 9-20, 2023. This data was generated in connection with the preparation of SEI’s EEO-1 Report for 2023, which will be submitted to the U.S. Equal Employment Opportunity Commission.

2024 Proxy Statement 9

Proxy summary.

Annual Meeting of Shareholders

DATE AND TIME

Wednesday, May 29, 2024 at 9 a.m. ET

LOCATION

www.virtualshareholdermeeting.com/SEIC2024

RECORD DATE

March 22, 2024

10 2024 Proxy Statement


Voting matters Shareholders will be asked to vote on the following matters at the Annual Meeting. We encourage you to read the entire Proxy Statement before voting.

PROPOSAL		BOARD RECOMMENDATION		PAGE

1	To elect three directors for a term expiring at our 2027 Annual Meeting of Shareholders Our Board unanimously recommends that Shareholders vote FOR the election of Mr. Carl A. Guarino, Ms. Stephanie D. Miller and Mr. Carmen V. Romeo to the class of directors whose term will expire at our 2027 Annual Meeting of Shareholders.		Vote FOR each director nominee	12

2	To approve on an advisory basis the compensation of our named executive officers Our Board seeks a non-binding advisory vote from our Shareholders to approve the compensation of the named executive officers as disclosed in this Proxy Statement. Our Board and our Compensation Committee value the opinions of our Shareholders. To the extent that there is any signiﬁcant vote against the compensation of our named executive officers, we will consider our Shareholders’ concerns, and the Compensation Committee will evaluate whether any actions are necessary to address those concerns.		Vote FOR	50

3	To approve the adoption of the 2024 Omnibus Equity Compensation Plan Our Board unanimously recommends a vote for approval of our 2024 Omnibus Equity Compensation Plan.		Vote FOR	52

4	To ratify the appointment of KPMG LLP as independent registered public accountants to examine our consolidated financial statements for 2024 The Audit Committee of our Board has selected KPMG LLP (“KPMG”) as our independent registered public accounting ﬁrm to audit our consolidated ﬁnancial statements for the ﬁscal year ending December 31, 2024. The Audit Committee and the Board seek to have the Shareholders ratify the appointment of KPMG by the Audit Committee.		Vote FOR	66

2024 Proxy Statement 11

Proposal 1
Election
of Directors.

12 2024 Proxy Statement

Required vote and Board recommendation

Our Board unanimously recommends that Shareholders vote FOR the election of Mr. Carl A. Guarino, Ms. Stephanie D. Miller, and Mr. Carmen V. Romeo to the class of directors whose term will expire at our 2027 Annual Meeting of Shareholders.

Our Board currently consists of eight members and is divided into three classes comprised of three directors in two of the classes and two directors in the other class. One class is elected each year to hold office for a three-year term and until successors of such class are duly elected and qualified, except in the event of death, resignation, or removal of a director. At our 2024 Annual Meeting, Shareholders will be asked to vote upon the election of three nominees to the class of directors whose term will expire at our 2027 Annual Meeting of Shareholders.

Shares represented by properly executed proxy cards in the accompanying form will be voted for such nominees in the absence of instructions to the contrary.

Under our Bylaws, directors must be elected by a majority of votes cast in uncontested elections. This means that the number of votes cast “for” a director nominee must exceed the number of votes cast “against” the nominee. In contested elections, the vote standard would be a plurality of votes cast. Our Bylaws provide that, in an uncontested election, each director nominee who is an incumbent director must submit to the Board before the annual meeting a letter of resignation that is conditioned on not receiving a majority of the votes cast at the annual meeting. Should a candidate not receive a majority of the votes cast at the meeting, his or her resignation is tendered to the independent directors of the Board for a determination of whether or not to accept the resignation. The Board’s decision and the basis for the decision would be disclosed within 90 days following the certification of the final vote results.

The Board, following the recommendation of the Board’s Nominating and Governance Committee and following the nominating process described under the caption “Corporate Governance-Nominating Process” elsewhere in this Proxy Statement, has nominated Carl A. Guarino, Stephanie D. Miller and Carmen V. Romeo for election at our 2024 Annual Meeting. Each of the nominees are incumbent directors, have consented to be named and to serve if elected, and have provided the Board the conditional letter of resignation that is required under our Bylaws. We do not know of anything that would preclude these nominees from serving if elected. If, for any reason, a nominee should become unable or unwilling to stand for election as a director, either the Shares represented by all proxies authorizing votes for such nominee will be voted for the election of such other person as our Board may recommend, or the number of directors to be elected at our 2024 Annual Meeting will be reduced accordingly.

Set forth below is certain information concerning Mr. Guarino, Ms. Miller, Mr. Romeo and each of the five other current directors whose terms continue after our 2024 Annual Meeting. In determining to nominate the nominees for election to the Board, as well in considering the continued service of the other members of our Board, our Board has considered the specific experiences and attributes of each director listed below, and based on their direct personal experience, the insight and collegiality that each of the nominees and continuing directors brings to board deliberations.

2024 Proxy Statement 13

Nominees for election at our 2024 Annual Meeting of Shareholders with terms expiring in 2027:


			Carl A. Guarino


			Chief Executive Officer of WizeHive, Inc / Age: 66 / Director since: September 2014 Mr. Guarino is currently CEO of WizeHive, Inc., a SaaS company that provides a platform for managing grants, scholarships, fellowships and other application-based processes. Mr. Guarino was Chief Executive Officer of Procurian Inc. (a provider of procurement outsourcing services to Fortune 1000 firms) from August 2006 until January 2014, shortly after the acquisition of Procurian by a subsidiary of Accenture PLC. Prior to March 2006, Mr. Guarino was Executive Vice President, Investment Advisors, of the Company. Qualifications Mr. Guarino has great familiarity with the Company and its market units, particularly the investment advisor segment, and his experience and knowledge of the information technology industry provide the Board with a valuable perspective on the Company’s business activities.


			Stephanie D. Miller


			Chief Executive Officer of Hazeltree / Age: 55 / Director since: October 2023 Ms. Miller is Chief Executive Officer at Hazeltree, a leading provider of treasury and liquidity management solutions for the asset management industry. She previously served as Chief Administrative Officer at Gilded, a Miami-based gold trading fintech. Prior to Gilded, she was CEO at Intertrust Group, a public Dutch Euronext company, where she led the digital transformation of the client experience and development of a robust organic and inorganic growth strategy. Miller also held executive roles at SS&C Technologies, JP Morgan, and Citco Fund Services. Qualifications With more than 25 years’ experience across financial services, she has a combination of experience in traditional financial markets, digital assets, and emerging markets.

14 2024 Proxy Statement


			Carmen V. Romeo


			Private Investor / Age: 80 / Director since: June 1979 From December 1985 to December 2004, Mr. Romeo served as an Executive Vice President of the Company. Mr. Romeo was our Treasurer and Chief Financial Officer from June 1979 until September 1996. Mr. Romeo officially retired from the Company effective December 31, 2004. Mr. Romeo was a certified public accountant with Arthur Andersen & Co. prior to 1979. Qualifications In addition to his familiarity with public company accounting and financial management issues, Mr. Romeo has great familiarity with the Company, and particular knowledge of the Company’s business and related technology and asset management solutions, from his previous role with the Company as the person having managerial responsibility for the Company’s Investment Advisors business.

2024 Proxy Statement 15

Directors continuing in office with terms expiring in 2025:


			Jonathan A. Brassington


			Executive Vice President & DCX Business Line Leader, Capgemini, Inc. / Age: 49 Director since: April 2022 Mr. Brassington leads Capgemini’s Digital Customer Experience (DCX) business in North America, focusing on DCX transformation for Global 1000 clients. From March 2018 until December 2019, he led Capgemini Invent in North America, the management consulting division of Capgemini, Inc. Prior to Capgemini, Mr. Brassington was the CEO, Partner, and Co-founder of LiquidHub, a digital transformation company focused on re-imagining customer engagement. Mr. Brassington is a member of the Board of Overseers at the University of Pennsylvania’s School of Engineering and Applied Science. He also serves on the Board and Executive Committee of Philadelphia Alliance for Capital and Technology and on the Board of Trustees at Misericordia University. Qualifications Mr. Brassington has deep expertise in the use of digital technologies to transform the wealth management sector gained from his experience providing strategic advisory and technology transformation services to many asset and wealth management firms, including five of the seven largest global asset managers. He has also advised venture and private equity firms on new and existing fintech investments, giving him insight into the opportunities and challenges faced by SEI’s investment and wealth management business, as well as the Company’s clients.


			William M. Doran


			Consultant; Retired Partner Morgan Lewis & Bockius LLP (Law Firm) / Age: 83 Director since: March 1985 From October 1976 to October 2003, Mr. Doran was a partner in the law ﬁrm of Morgan, Lewis & Bockius LLP, Philadelphia, PA, a ﬁrm that provides signiﬁcant legal services to SEI, our subsidiaries and our mutual funds. Mr. Doran is a trustee of SEI Tax Exempt Trust, SEI Daily Income Trust, SEI Institutional Managed Trust, SEI Institutional International Trust, SEI Asset Allocation Trust, SEI Institutional Investments Trust, SEI Catholic Values Trust, New Covenant Funds, Adviser Managed Trust, The Advisors’ Inner Circle Fund III, Gallery Trust, Schroder Series Trust and Schroder Global Series Trust, each of which is an investment company for which our subsidiaries act as advisor, administrator and/or distributor. Mr. Doran is also a director of SEI Investments Distribution Co., SEI Investments (Asia) Limited, SEI Investments (Europe) Ltd., SEI Global Nominee Ltd., SEI Investments Global Fund Services Limited, SEI Investments Global, Limited, and SEI Alpha Strategy Portfolios, L.P. Qualifications Mr. Doran’s legal training and experience, his relationship with the Company as outside legal counsel for many years, and his long-standing involvement with our Company and many of its regulated subsidiaries are valuable to his service on the Board and as Chair of the Legal and Regulatory Oversight Committee.

16 2024 Proxy Statement


			Alfred P. West, Jr.


			Executive Chairman, SEI / Age: 81 / Director since: 1968 Qualifications Mr. West has been the Executive Chairman of our Board since June 2022. Prior to June 2022, Mr. West served as our Chief Executive Officer since our inception in 1968. Mr. West is our founder. He has provided the strategic vision in the development of our business and solutions since our inception and his familiarity with our customers and employees gives Mr. West insights and experience valuable to his service on the Board.

2024 Proxy Statement 17

Directors continuing in office with terms expiring in 2026:


			Ryan P. Hicke


			Chief Executive Officer, SEI / Age: 46 / Director since: June 2022 Mr. Hicke is our Chief Executive Officer, responsible for the global business strategy and execution for the Company across our three pillars of expertise: investments, operations, and technology. Mr. Hicke’s 24-year career at SEI includes 11 years in asset management and 13 years in technology across various parts of our business, with his tenure evenly split between U.S. and global experience. Prior to being named CEO, he was our Chief Information Officer overseeing the information technology strategy and investment operations for the Company. Mr. Hicke also previously served as head of our Technology Unit, as well as a Managing Director in our U.K. wealth management business. Mr. Hicke holds a degree in Finance from Saint Joseph’s University. He also serves on the board of directors for the Philadelphia Alliance for Capital and Technologies. Qualifications Mr. Hicke’s history and experience across the Company expose him to the needs and challenges of our clients on a daily basis, while sitting on our Executive team for many years has given him insight into strategically managing and running the Company.


			Kathryn M. McCarthy


			Independent Consultant and Financial Advisor / Age: 75 Director since: October 1998 Ms. McCarthy is an independent consultant and ﬁnancial advisor to global families and family offices. She is a director and a member of the Audit Committee of the Rockefeller Trust Company, NA. She serves on several family office boards as well as investment committees and private trust company boards. From February 2000 to May 2003, Ms. McCarthy was a Managing Director at Rockefeller & Co., Inc. Ms. McCarthy was the President of Marujupu, LLC (a New York-based family office) from November 1996 to June 1999 and subsequently an advisor to Marujupu, LLC on investment and wealth transfer matters. From June 1992 to October 1996, Ms. McCarthy was a Senior Financial Counselor and portfolio manager with Rockefeller & Co., Inc., a family office and investment manager. Qualifications Ms. McCarthy’s experience as a consultant and ﬁnancial advisor to investors, family offices and her wealth management experience has given her insight into the various issues faced by the investment and wealth management business of SEI and its clients. Ms. McCarthy serves as Lead Independent Director of the Board.

18 2024 Proxy Statement

Committee memberships

Name

Term

Audit

Compensation

Nominating and Governance

Legal and Regulatory

Carl A. Guarino (1)

Nominee, expiring 2027

Member

Chair

Stephanie D. Miller (1)

Nominee, expiring 2027

Member

Carmen V. Romeo (1)

Nominee, expiring 2027

Chair

Member

Jonathan A. Brassington (1)

Expiring 2025

Member

William M. Doran

Expiring 2025

Chair

Alfred P. West, Jr.

Expiring 2025

Ryan P. Hicke

Expiring 2026

Kathryn M. McCarthy (1) (2)

Expiring 2026

Member

(1) Independent Director
(2) Lead Independent Director

2024 Proxy Statement 19

Corporate
governance.

Governance principles and structures

The governance principles of our Board include our Board Nomination and Shareholder Communication Policy, as well as the charters of our Audit Committee, Compensation Committee, Nominating and Governance Committee, Legal and Regulatory Oversight Committee, and our Lead Independent Director. Other documents which implement our governance principles include our Code of Conduct, our Complaint and Non-Retaliation Policy, and our Code of Ethics for Senior Financial Officers. Each of these documents and various other documents embodying our governance principles, including our Code of Conduct, are published in the Governance section of our website at seic.com. Amendments and waivers of our Code of Ethics for our Senior Financial Officers will either be posted on our website or ﬁled with the Securities and Exchange Commission on Form 8-K.

Our Board has determined that each of Mr. Brassington, Mr. Guarino, Ms. McCarthy, Ms. Miller, and Mr. Romeo is an “independent director” as such term is defined in Rule 5605(a)(2) promulgated by The NASDAQ Stock Market LLC. In this Proxy Statement, these five directors are referred to individually as an “independent director” and collectively as the “independent directors.”

Mr. West, our founder and Chief Executive Officer until June 2022, is the Executive Chairman of our Board. The Board has concluded, in light of present circumstances and the roles of our various Board committees and the Lead Independent Director, that this arrangement best suits our needs because of Mr. West’s role as founder, strategic visionary, and a significant shareholder.

In order to ensure that the considerations of non- management directors are addressed at the Board, the Board has appointed Ms. McCarthy as the Lead Independent Director with the responsibilities and authority set out in the Lead Independent Director Charter. As the Lead Independent Director, Ms. McCarthy is responsible for chairing the executive sessions of the Board. Our independent directors meet in regularly scheduled executive sessions without management present.

Board and committee meetings

Our Board held eight meetings in 2023. During the year, each director attended more than 75 percent of the meetings of our Board and of the committees on which he or she served. While we do not have a specific written policy with regard to attendance of directors at our annual meetings of shareholders, we encourage, but do not mandate, board member attendance at our annual meetings of shareholders, particularly with respect to board members who are up for election at that annual meeting. All of our directors who were members of the Board at that time attended our 2023 Annual Meeting of Shareholders.

The standing committees of our Board are the Audit Committee, the Compensation Committee, the Nominating and Governance Committee, and the Legal and Regulatory Oversight Committee.

Our Audit Committee held six meetings in 2023. The principal functions of the Audit Committee, which operates pursuant to a formal written charter, are to assist our Board in its oversight of the quality and integrity of our financial reporting process, and to retain, set compensation and retention terms for, terminate, oversee, and evaluate the activities of our independent

20 2024 Proxy Statement

auditors. The current members of the Audit Committee are Mr. Romeo, Mr. Brassington, Mr. Guarino, Ms. McCarthy and Ms. Miller, each of whom is an independent director. Our Board has determined that Mr. Romeo is an “audit committee financial expert” as such term is defined in Item 407(d)(5) of Regulation S-K promulgated by the Securities and Exchange Commission. A current copy of the charter of the Audit Committee may be viewed on our website at seic.com under “Investor Relations > Corporate Governance.”

Our Compensation Committee held five meetings in 2023. The principal function of the Compensation Committee is to administer our compensation programs, including certain stock plans and bonus and incentive plans, as well as the salaries of senior corporate officers and employment agreements between us and our senior corporate officers. The Compensation Committee members are Mr. Guarino, Mr. Brassington and Ms. McCarthy, each of whom is an independent director. A current copy of the charter of the Compensation Committee may be viewed on our website at seic.com under “Investor Relations > Governance.” The Compensation Committee establishes director and executive officer compensation in accordance with the authority granted by its charter and the Board-approved compensation plans the Compensation Committee administers. The Compensation Committee may delegate its responsibilities under limited circumstances to a subcommittee composed only of a subset of Compensation Committee members. Also, under the terms of the Board- and shareholder-approved equity compensation plans, the Compensation Committee is authorized to provide our CEO with limited authority to make stock-based awards to non-executive employees in connection with recruitment, retention, performance recognition or promotion; however, the Compensation Committee has not authorized our CEO to make any equity grants to our executive officers.

Our Nominating and Governance Committee held one meeting in 2023 to consider the nominees to the Board for election at the 2024 Annual Meeting. The principal function of the Nominating and Governance Committee is to consider nominees for election to the Board from time to time, including recommendations submitted by our shareholders. The members of the Nominating and Governance Committee are Ms. McCarthy, Mr. Brassington, Mr. Guarino and Mr. Romeo.

Our Legal and Regulatory Oversight Committee held four meetings in 2023. The principal function of the Legal and Regulatory Oversight Committee is to oversee our compliance with rules and regulations of the various regulatory bodies having jurisdiction over our business and operations and those of our subsidiaries.

The members of the Legal and Regulatory Oversight Committee are Mr. Doran, Ms. Miller and Mr. Romeo. A current copy of the charter of the Legal and Regulatory Oversight Committee may be viewed on our website at seic.com under “Investor Relations > Governance.”

Nominating process

Our Nominating and Governance Committee consists solely of independent directors. Among the responsibilities of the Nominating and Governance Committee is the management and administration of our Board Nomination and Shareholder Communication Policy.

Board candidates are considered by the Nominating and Governance Committee based on various criteria, such as their broad-based business and professional skills and experiences, a global business and social perspective, concern for the long-term interests of our shareholders, and personal integrity and judgment. Directors are also considered based on their diverse backgrounds and on contributions that they can make to us, as well as their ability to fill a current board need. In addition, directors must have time available to devote to activities of our Board and to enhance their knowledge of our industry. The Board prefers a mix of background and experience among its members, and it uses its judgment to identify nominees whose backgrounds, attributes and experiences, which taken as a whole, will contribute to insightful and robust, yet collegial, Board deliberation. Accordingly, while there is no exact formula, we seek to attract and retain highly qualified directors with relevant experience who have sufficient time to attend to their substantial duties and responsibilities to us.

Our Nominating and Governance Committee considers recommendations for nominations from a wide variety of sources, including members of our Board, business contacts, our legal counsel, community leaders, and members of our management. Our Nominating and Governance Committee will also consider shareholder recommendations for director nominees that are received in a timely manner. Subject to compliance with statutory or regulatory requirements, our Nominating and Governance Committee does not expect that candidates recommended by shareholders will be evaluated in a different manner than other candidates. All such recommendations for election of directors at the 2025 annual meeting should be submitted in writing to our Secretary at our principal offices (1 Freedom Valley Drive, Oaks PA 19456-1100) no later than December 30, 2024. The Nominating and Governance Committee Charter and the Board’s current policy with respect to Board Nominees and Shareholder

2024 Proxy Statement 21

Communications may be viewed on our website at seic.com under “Investor Relations > Governance.”

In addition, our shareholders may nominate candidates for election as director by soliciting votes using their own proxy materials. See “Other Important Information > Nominations and Proposals by Shareholders for our 2025 Annual Meeting.”

Shareholder communications to our Board

Shareholders may send communications to our Board in writing, addressed to the full Board, individual directors, or a specific committee of our Board, in care of our Secretary, to our principal offices (1 Freedom Valley Drive, Oaks, PA 19456-1100). Our Board relies on our Secretary to forward written questions or comments to the full Board, named directors, or specific committees of our Board, as appropriate. General comments or inquiries from shareholders are forwarded to the appropriate individual internally. The Board’s current policy with respect to Board Nominees and Shareholder Communications may be viewed on our website at seic.com under “Investor Relations > Governance.”

Risk oversight by the Board

It is management’s responsibility to assess and manage the various risks we face. It is the Board’s responsibility to oversee management in this effort. The Board has delegated aspects of their risk management oversight responsibility to three committees of the Board. The Audit Committee generally oversees risk policies related to our financial statements and reporting. The Legal and Regulatory Oversight Committee generally oversees risk policies related to our compliance with legal and regulatory obligations. The Compensation Committee generally oversees risk policies related to our compensation arrangements. The Board directly considers risk matters related to our strategic, operational, and corporate governance matters, as well as risk that could adversely affect our reputation.

We adopted an Enterprise Risk Management Policy and Program based upon the COSO Enterprise Risk Management Framework. Throughout the year, this program is administered by our Enterprise Risk Management team. During the year, senior management members from across our organization convene in our Operations Risk Committee on at least a quarterly basis

to discuss various aspects of our operations that create risk for us and mitigation strategies for these risks. At the end of each year, our Chief Financial Officer and our General Counsel work with our Director of Enterprise Risk Management, internal audit department, compliance department, risk officers of our operations, technology and investment management units, risk management officers of our regulated subsidiaries, and members of our various solutions development teams to collect, review and prioritize business risks and mitigation measures and responsibilities. The different identifiers of risk include a risk assessment prepared by our enterprise risk team; risk assessments prepared by our internal audit team for purposes of developing our internal audit plan; risk assessments prepared by compliance officers for the purpose of identifying compliance policy contents and testing procedures; and risk assessments prepared by the operations, technology and investment management units for the purpose of creating and refining their internal procedures and controls. This group also considers the results of regulatory examinations of our regulated subsidiaries, as well as issues generally affecting our competitors and the industries of which we are a part. Summaries of these key business risks are then reviewed with our Operations Risk Committee, consisting of the heads of each of our market units and supporting organizations.

In January of each year, the key business risk summary is considered by a joint meeting of the Audit Committee and the Legal and Regulatory Oversight Committee of our Board. During the year, our Chief Financial Officer and our General Counsel have responsibility for escalating as appropriate risk events and updates to the Audit Committee and the Legal and Regulatory Oversight Committee, respectively.

Other governance principles

The Board has also adopted a number of other policies that directly affect governance and risk management. These include our Compensation Recoupment Policy and our Stock Ownership Policy, both of which are described below under the caption “Compensation Discussion and Analysis.” In addition, our Insider Trading Policy provides that directors, executive officers, and other employees subject to our insider trading compliance program are not permitted to enter into any transaction designed to hedge, or having the effect of hedging, the economic risk of owning our securities.

22 2024 Proxy Statement

Board diversity

NASDAQ Stock Market LLC requires listed companies to disclose diversity statistics regarding their boards of directors, which are set forth in the table below.


Board diversity matrix (as of April 20, 2023 and March 31, 2024)
Board Size:
Total Number of Directors	8
	Female	Male	Non-Binary	Did Not Disclose
Gender Identity:
Directors	2	6	0	0
Demographic Background:
African American or Black	0	0	0	0
Alaskan Native or Native American	0	0	0	0
Asian	0	0	0	0
Hispanic or Latinx	0	0	0	0
Native Hawaiian or Pacific Islander	0	0	0	0
White	2	5	0	0
Two or More Race Ethnicities	0	1	0	0
LGBTQ+	0	0	0	1
Persons with Disabilities	0	0	0	0

2024 Proxy Statement 23

Ownership
of shares.

The following table contains information as of March 22, 2024 (except as noted) relating to the beneficial ownership of Shares by our Chief Executive Officer and our Chief Financial Officer, by each of our three other most highly compensated executive officers, by each of the members of our Board (including nominees), by all members of our Board (including nominees) and executive officers in the aggregate, and by the holders of five percent or more of the total Shares outstanding. As of March 22, 2024, there were 131,516,973 Shares outstanding. Information as to the number of Shares owned and the nature of ownership has been provided by these persons and is not within our direct knowledge. Unless otherwise indicated, the named persons possess sole voting and investment power with respect to the Shares listed.


Name of Individual or Identity of Group	Number of Shares Owned (1)	Percentage of Class (2)
Alfred P. West, Jr. (3)	4,665,136	3.5
William M. Doran (4)	9,228,501	7.0
Carmen V. Romeo (5)	2,934,195	2.2
Ryan P. Hicke (6)	251,499	*
Kathryn M. McCarthy	115,350	*
Carl A. Guarino (7)	82,071	*
Stephanie D. Miller	—	*
Jonathan A. Brassington	—	*
Dennis J. McGonigle (8)	729,463	*
Wayne M. Withrow	135,399	*
Philip N. McCabe	213,609	*
All executive officers and directors as a group (18 persons) (9)	19,083,422	14.3
Loralee West (10)	12,983,619	9.9
The Vanguard Group (11)	11,888,519	9.0
BlackRock, Inc. (12)	11,162,525	8.5
Loomis Sayles & Co., L.P. (13)	9,491,888	7.2
*Less than one percent.

24 2024 Proxy Statement

(1)Includes, with respect to Messrs. West, Doran, Romeo, Hicke, and Guarino, Ms. McCarthy and Messrs. McGonigle, Withrow, and McCabe 170,000, 50,000, 35,000, 166,500, 60,000, 40,000, 154,000, 80,000, and 162,500 Shares, respectively, that may be acquired upon exercise of stock options that are exercisable within 60 days of March 22, 2024.

(2)Applicable percentage of ownership is based on Shares outstanding on March 22, 2024. Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally means voting or investment power with respect to securities. Shares issuable upon the vesting of restricted stock units or the exercise of stock options that are exercisable currently or within 60 days of March 22, 2024 are deemed outstanding and to be beneficially owned by the person holding such units or options for purposes of computing such person’s percentage ownership, but are not deemed outstanding for the purpose of computing the percentage ownership of any other person. Except for Shares that are held jointly with a person’s spouse or are subject to applicable community property laws, or as indicated in the footnotes to this table, each Shareholder identified in the table possesses sole voting and investment power with respect to all Shares shown as beneficially owned by such Shareholder.

(3)Includes 322,500 Shares held in a trust for the benefit of Mr. Doran’s children, of which trust Mr. West is a trustee. Mr. West disclaims beneficial ownership of the Shares held in this trust. Also includes 323,767 Shares held by the West Family Foundation, of which Mr. West is a director and officer. Mr. West’s address is c/o SEI Investments Company, Oaks, PA 19456-1100. Mr. West has pledged as security to third parties 3,212,822 Shares, subject to adjustment. Excludes 2,634,305 Shares held by Mr. West’s wife and 10,349,314 Shares held in trusts for the benefit of Mr. West’s children (the “Children’s Trusts”), of which trusts Mr. West’s wife is a trustee or co-trustee. Certain of the Children’s Trusts have pledged as security to third parties 1,420,000 Shares, subject to adjustment.

(4)Includes an aggregate of 8,408,060 Shares held in trusts for the benefit of Mr. West’s children, of which trusts Mr. Doran is a co-trustee and, accordingly, shares voting and investment power. Mr. Doran disclaims beneficial ownership of the Shares held in each of these trusts. Also includes 53,400 Shares held by Mr. Doran’s wife, 43,768 Shares held in the William M. Doran 2002 Grantor Retained Annuity Trust of which Mrs. Doran is the Trustee, and 64,603 Shares held in the William M. Doran 2004 Grantor Retained Annuity Trust. Also includes 40,430 Shares held by the Doran Family Foundation, of which Mr. Doran is a director and, accordingly, shares voting and investment power. Of these Shares, Mr. Doran has pledged as security to third parties 505,504 Shares, subject to adjustment.

(5)Includes 1,065,680, Shares held by the Carmen V. Romeo 2012 Children’s Trust, 243 Shares held by Mr. Romeo’s wife and 1,059,488 Shares held in the Carmen V. Romeo 2019 GST Exempt Children’s Trust.

(6)Includes 10,000 restricted stock units convertible to Shares within 60 days of March 22, 2024.

(7)Includes 12,106 Shares held by a foundation and a family trust with respect to which Mr. Guarino shares voting or investment power.

(8)Includes 173,000 Shares held by a trust with respect to which Mr. McGonigle’s wife has sole voting power.

(9)Includes 1,542,000 Shares that may be acquired upon the vesting of restricted stock units or the exercise of stock options exercisable within 60 days of March 22, 2024. When a Share is reportable as beneficially owned by more than one person in the group, the ownership of the Share is only included once in the Number of Shares Owned column.

(10)Includes an aggregate of 10,349,314 Shares held in the Children’s Trusts, of which trusts Ms. West is a trustee or co-trustee and, accordingly, shares voting and investment power. Ms. West disclaims beneficial ownership of the Shares held in each of the Children’s Trusts. Certain of the Children’s Trusts have pledged as security to third parties 1,420,000 Shares, subject to adjustment.

(11)Based solely on an amendment to Schedule 13G dated February 13, 2024 by The Vanguard Group, which has shared dispositive power over 239,145 of the Shares indicated, shared voting power over 73,472 of the Shares indicated, and sole dispositive power over 11,649,374 of the Shares indicated. The address of the Vanguard Group is 100 Vanguard Blvd., Malvern, PA 19355.

(12)Based solely on an amendment to Schedule 13G dated January 25, 2024 by BlackRock, Inc., which has sole dispositive power over the number of Shares indicated and sole voting power over 10,517,673 of the Shares indicated. The address of BlackRock, Inc. is 50 Hudson Yards, New York, NY 10001.

(13)Based solely on an amendment to Schedule 13G dated February 13, 2024 by Loomis Sayles & Co., L.P., which has sole dispositive power over the number of Shares indicated and sole voting power over 7,679,220 of the Shares indicated. The address of Loomis Sayles & Co., L.P., is One Financial Center, Boston, MA 02111.

2024 Proxy Statement 25

Compensation discussion and analysis.

The following compensation discussion and analysis contains statements regarding future individual and Company performance measures, targets and other goals. These goals are disclosed in the limited context of our executive compensation program and should not be understood to be statements of management’s expectations or estimates of results or other guidance. We specifically caution investors not to apply these statements to other contexts.

Overview

Our compensation philosophy (which is intended to apply to all members of management, including our Executive Chairman and our Principal Executive Officer (“PEO”) who is our Chief Executive Officer), as implemented by the Compensation Committee of our Board (the “Committee”), is to provide a compensation program that provides competitive levels of compensation and that emphasizes incentive compensation plans and equity plans that are designed to align management incentives and behavior with attaining our annual goals and longer-term objectives. We believe that this approach enables us to attract, retain and reward highly qualified personnel and helps us achieve our tactical and strategic goals. The Committee seeks to develop a compensation program that, overall, the Committee believes is competitive with compensation paid to employees with comparable qualifications, experience and responsibilities at companies of comparable size engaged in the same or similar businesses as us. The Committee does not explicitly pay any position at a specific level or mix with reference to any particular group.

The compensation program for almost all of our non- sales full-time employees (in addition to benefits afforded to all employees, such as health care insurance

and stock purchase and defined contribution plans) consists of:

•base salary; and

•incentive compensation awards pursuant to a corporate incentive compensation plan.

Equity compensation for selected, higher-level employees is provided by annual grants of stock options and restricted stock units (“RSUs”).

The Committee has sought to keep base salaries at a relatively modest portion of total compensation for higher compensated employees, so that the overall compensation program is more heavily weighted toward incentive compensation in the form of annual cash bonuses and sales commissions, and for selected high-performing employees:

•stock option grants that have performance vesting requirements based on attainment of adjusted pre-tax earnings per share (“EPS”) targets as well as minimum time vesting periods; and

•RSU grants that “cliff vest” after three years, provided that the grantee is an employee in good standing on the vesting date.

26 2024 Proxy Statement

The Committee has sought to include a number of features in the compensation program that are designed to align the interests of management with the interests of shareholders. These features include:

•a mixture of elements that we believe will enable us to recruit and retain talented employees;

•orientating the cash compensation program elements toward incentive compensation for those employees who are in roles that we believe are critical to our long-term growth prospects;

•the use of EPS targets as vesting requirements for stock option grants in order to incent a growth mindset in our employees;

•time vesting for our RSU grants in order to create a longer-term view of the value of a tenured career;

•our Stock Ownership Policy (requiring minimum threshold shareholdings by our senior executive officers);

•our Compensation Recoupment Policy (which provides for claw-back of performance-based compensation in certain instances); and

•our Insider Trading Policy (which prohibits short sales, transactions in derivatives of our stock, and hedging transactions).

Consistent with our pay for performance philosophy, during 2023 approximately 87% of our current PEO’s pay and 45% of the compensation of our other named executive officers was paid in the form of variable performance-based compensation, such as incentive compensation or stock options and RSUs (see “Summary Compensation Table”).

Since 2012, the Committee has retained Semler Brossy Consulting Group, LLC (“Semler Brossy” or “Consultant”) as its executive compensation consultant when structuring compensation plans or engaging in comparative compensation analyses. The Committee continued its annual engagement activities with the Consultant during 2023 and retained the Consultant on an advisory capacity with respect to industry trends (See “Compensation Consultant” below.)

When evaluating the compensation practices at “peer group” companies for comparative purposes, the Committee used the same cohort of companies as was used as reference points in the Compensation Analysis Project described in the Proxy Statement we filed with the Securities and Exchange Commission in connection with our 2023 Annual Meeting of Shareholders. Due to the recency of this project, the Committee did not

believe that it was necessary to re-evaluate the composition of the “peer group.”

At our 2023 Annual Shareholders’ Meeting, our shareholders expressed strong support for the compensation of our named executive officers disclosed in our 2023 Proxy Statement, with 74.5% of the votes cast voting in favor of the “Say-on-Pay” proposal. When setting compensation, and in determining our compensation policies and practices, the Committee took into account the results of the 2023 “Say-on-Pay” advisory resolution to approve such executive compensation as demonstrating support of our compensation programs.

The Committee has also reviewed our compensation policies as generally applicable to all of our employees and believes that our policies, taking into account the mitigation policies and arrangements in place, do not encourage excessive or unnecessary risk-taking and that any level of risk they do encourage is not reasonably likely to have a material adverse effect on us.

Base salary and incentive compensation targets

The Committee seeks to recommend base salaries for management employees at levels that it believes are sufficiently competitive with salaries paid to management with comparable qualifications, experience and responsibilities at companies of comparable size, operational complexity and businesses to us.

Incentive compensation

Incentive compensation consists of two components: annual bonuses and sales commissions. Sales commissions are based on sales events and are measured on the basis of asset accumulation, asset retention, or anticipated revenue from contracted sales, generally taking into account related factors, such as expected profit margins. Executive officers participate only in the annual bonus program and do not participate in sales commission plans.

Annual bonuses are determined through a process overseen by the Board and the Committee. Each individual who participates in the plan is assigned a target compensation award which may change from year to year, but generally is the same as that individual’s prior year target amount. In the case of executive officers, the target amount is generally between 123% and 233% of the officer’s base salary, reﬂecting the determination of the Committee to

2024 Proxy Statement 27

emphasize performance-based incentive compensation over fixed compensation.

The Committee’s process for allocating incentive compensation as follows:

•determining the aggregate amount of all individual target compensation awards for that year as input into establishing an overall incentive pool that may be paid out if an EPS target is achieved;

•early in the year in question, identifying:

•key business metrics, the Company’s sales and a range of EPS (the “Quantitative Performance Metrics”); and

•indices of success against executing on management-defined strategic and tactical objectives for the Company as a whole and individual market and business units (the “Qualitative Performance Metrics”),

in each case, for the year that may be considered in determining what percentage of that overall pool will be paid in the particular year;

•near the end of the particular year, based on the Quantitative and Qualitative Performance Metrics (together, the “Performance Metrics”), the Committee establishes the overall maximum incentive compensation pool for that year;

•the Committee then apportions the resulting overall actual incentive compensation pool among the market and business units based on the Committee’s subjective assessment of the degree to which each unit contributed to our overall success in each of the Performance Metrics for that year; and

•the management teams of each of our market and business units takes the aggregate amount of incentive compensation allocated to the unit by the Committee and awards individual bonuses to employees within those units based upon such management’s assessment of each individual’s contribution to the achievements of those units, as well as each individual’s personal achievements.

The Committee’s assessment is performed for two different pools:

•each of our executive officers individually; and

•all employees other than executive officers, as a group.

When the Committee evaluates business units and executive officers for the purpose of making compensation decisions, it meets with our PEO and reviews a number of factors including:

•our PEO’s evaluation of the units and each of the individual executive officers;

•the Performance Metrics established at the beginning of each year to provide a basis for assessment of performance for these units and those executive officers who are primarily responsible for the performance of such units;

•performance against the prior year’s actual Performance Metrics and other annual goals that are considered within the overall business environment of that year;

•achievement of strategic and operating results; and

•in the case of the individual executive officers:

•their success in their management responsibilities generally;

•achievement of strategic and tactical goals of the market or business unit for which they are responsible;

•achievement of any personal strategic or tactical goals that may have been established for the individual employee; and

•the degree to which the individual employee supported or contributed to, our overall corporate success.

When the Committee makes decisions regarding equity or non-equity incentive compensation, it exercises independent business judgment. There is no specific formula the Committee applies when considering the factors that the Committee believes are important to the assessment of any of our market or business units’ performance or that of any individual executive officer or our PEO, nor does the Committee attach any specific weighting or priority to the factors it considers. Consequently, there is no direct correlation between any particular performance measure and the resulting equity or non-equity incentive compensation awards. The Committee believes that compensation decisions should not be formulaic, rigid or focused on the short-term.

Equity grants

Our annual equity grants consist of stock options and RSUs. The Committee believes these grants are an important means of aligning the interests of management and employees with the interests of our shareholders. All of our outstanding stock options have performance-based vesting provisions: the stock options vest at a rate of 50 percent when a specified pre-tax earnings-per-share target is achieved, and the

28 2024 Proxy Statement

remaining 50 percent when a second, higher specified pre-tax earnings-per-share target is achieved. Prior to 2017, there was no minimum time-based factor in the vesting of our stock options. Beginning in 2017, the Committee changed the vesting thresholds from an earnings per share target to a pre-tax earnings per share target, and it also implemented minimum time periods for vesting. In 2022, the Committee introduced RSUs as an element of annual equity compensation awards. Our annual RSU awards generally “cliff vest” on the third anniversary of the date of the grant. Other than in the case of executive officers the annual grants of options and RSUs to employees is standardized across the company and based upon a tier system with the mix of the options and RSUs in favor of options in the higher tiers.

Annual equity awards are generally determined by the Committee in December of each year. Our PEO reviews with the Committee the grants for each executive officer, other than himself, as well as the grants for the other employees. The Committee then deliberates and establishes the specific option grants and ﬁnally submits these option grant amounts to the entire Board for ratification.

2023 Committee actions and awards

Industry benchmarking

In its deliberations regarding compensation, the Committee considered the annual analysis of fintech and asset management industry compensation trends undertaken for the Committee by the Consultant.

Award of 2023 incentive compensation

For 2023, the Board and the Committee chose to fix the maximum aggregate amount for the non-equity incentive compensation award pool (the “Maximum Bonus Pool”) for each of our business units and corporate services functions as a percentage of total target non-equity incentive compensation for those employees in such business units and corporate services functions. The percentages the Committee determined to apply ranged from 100% to 85%. The managers within each of our business units and corporate services functions allocated these pools among the individual employees reporting to them as they believed was appropriate. In total, the aggregate non-equity incentive awards paid to employees other than our executive officers was 91% of the total amount of 2023 target incentive compensation amounts.

For all executive officers eligible for incentive compensation as of December 2023, the Committee determined, based on its discussion of the Performance Metrics, our performance and that of our business units, market units and individuals, as well as the revenue and sales results of our business units, that the amount to be awarded should be equal to that of the market or business unit for which they were responsible. In the aggregate, the non-equity incentive compensation awards made to all executive officers by the Committee were approximately 90% of their aggregate target amount and 100% of the Maximum Bonus Pool. The aggregate amount of non-equity incentive compensation awarded to our executive officers was approximately 112% of the aggregate non-equity incentive compensation awards made to our executive officers in 2022.

In December 2023, the Committee received our PEO’s views on the 2023 performance of the senior executives (other than himself) and their market or business units, as well as his recommendations for non-equity incentive compensation awards and stock option grants for the senior executives and their units. The Committee considered and discussed, among other things:

•the recommendations of the PEO;

•the Company’s incentive compensation philosophy as described in the Proxy Statement for the 2023 Annual Meeting of Shareholders;

•input from the Consultant on general industry trends in incentive compensation for fintech companies and asset management companies;

•the business metrics disclosed in the “Pay Versus Performance” section of this Proxy Statement;

•the projected annual gross sales events and revenue of the Company’s business units;

•the $3.46 diluted earnings per share of the Company;

•the growth initiatives launched during the year;

•the degree to which the responsibilities of the particular executive officers had changed, if at all;

•our long-term strategic objectives for our executive officers and their respective business units;

•the desire of the Committee to align incentive compensation awards to long-term shareholder value creation;

•the approximately $425.6 million returned to our shareholders via dividends and stock repurchases;

•our progress towards achieving overall long-term strategic goals;

2024 Proxy Statement 29

•each executive officer’s market or business unit’s:

•performance against its sales goals;

•contributions to corporate earnings;

•revenues and profit margins; and

•success in meeting various strategic and tactical goals of the unit; and

•the individual performance and achievements of each of the executive officers.

The Committee also independently reviewed the performance of the PEO with primary consideration to our overall performance, as well as his individual performance on strategic and non-ﬁnancial achievements and discussed and approved his annual non-equity incentive compensation award.

With respect to our named executive officers in the Summary Compensation Table, the annual non-equity incentive compensation award targets for 2023 were $1,100,000 for Mr. West, $1,750,000 for Mr. Hicke, $1,300,000 for Mr. McGonigle, $1,200,000 for Mr. Withrow and $1,000,000 for Mr. McCabe. The amounts ultimately awarded were $990,000 to Mr. West, $1,750,000 to Mr. Hicke, $1,300,000 for Mr. McGonigle, $1,050,000 for Mr. Withrow and $900,000 for Mr. McCabe. In addition to his non-equity incentive compensation award, in December 2023, Mr. Withrow entered into a previously disclosed Separation and General Release of Claims Agreement. Per the terms of the agreement, Mr. Withrow separated from the Company on February 28, 2024, and is paid $3,800,000 in equal bi-weekly installments over a 24-month period that began in March of 2024. The Company’s payment obligations are conditioned upon Mr. Withrow’s adherence to the restrictive covenants set forth in the agreement over the 24-month payment period.

In the case of Mr. West’s incentive compensation awards the Committee noted Mr. West’s work:

•mentoring Mr. Hicke as our Chief Executive Officer;

•his work with Mr. Hicke on strategic corporate goals and growth plans.

In the case of Mr. Hicke’s incentive compensation awards, the Committee considered Mr. Hicke’s:

•creation and execution of a 5-7 year strategic growth plan, including the improvement in the performance of our Private Banking unit;

•furtherance of our values and culture, with an emphasis on growth, mobility and talent, including his advocacy of SEI Women’s Network and SEI Diversity & Inclusion efforts; and

•continued work reorganizing our structure and the roles and responsibilities of our senior executives to better align with our strategic initiatives.

In the case of Mr. McGonigle’s incentive compensation awards, the Committee considered Mr. McGonigle’s:

•contributions to the realignment and structuring of our technology operations;

•his contributions to our culture, and his work overseeing our finances;

•the number of critical functions reporting to Mr. McGonigle, including our Finance, Accounting, Enterprise Risk, and Internal Audit functions; and

•in light of Mr. McGonigle’s pending retirement in 2024, the career contributions Mr. McGonigle had made to the Company.

In determining Mr. Withrow’s 2023 incentive compensation, the Committee considered the degree to which Mr. Withrow furthered the strategic and sales goals for our asset management businesses.

In determining Mr. McCabe’s incentive compensation, the Committee considered:

•his leadership of our IMS market unit;

•the degree to which his conduct has aligned with our values;

•his contributions to our strategic planning process; and

•his leadership of several enterprise-wide projects.

2023 equity awards

At its December 2023 meeting, the Committee reviewed the 5-tier equity grant structure that it had deployed in 2022. The rationale behind the allocation of grants between options and RSUs is to tilt the mix of the options and RSUs in favor of options in the higher tiers (i.e., Tiers 1-3) by evaluating our cost of an equity grant for each tier if the grant were 100% options and then, considering our cost of granting an option as compared to an RSU, apportioning the total cost of a 100% option grant among options and RSUs. In 2022, the Committee determined the apportionment on a percentage basis as follows:

•Tiers 1-3: 75% options and 25% RSUs;

•Tier 4: 50% options and 50% RSUs; and

•Tier 5: 25% options and 75% RSUs.

Based on management feedback, the Committee determined that in 2023 that there would be four tiers of grants, with individual executive officers and board

30 2024 Proxy Statement

members being considered on a case by case basis, and the participants in each of the tiers would receive options and RSUs as follows:


Grant Type	Tier 1	Tier 2	Tier 3	Tier 4
Options	11,000	6,500	3,000	0
RSUs	1,100	700	500	500

The Committee reaffirmed its 2022 decision to re-evaluate in connection with each annual award cycle the composition of each tier with some employees who had previously participated being removed from the program, with a particular focus on those employees in lowest tier.

At its December 2023 meeting, the Committee considered the annual grant of equity awards to each of our named executive officers. The Committee reaffirmed its belief that option grants with performance-based vesting targets were a very effective way to align the interests of the executives with the interests of shareholders. Additionally, the Committee concluded that a three-year “cliff vesting” for the RSUs created an incentive for the executives to focus on growth and the long-term value of the Company. In addition to the factors enumerated above in “Award of 2023 Incentive Compensation,” the Committee considered impact that it believed the role the executive holds should have on the growth prospects of the Company.

In December 2023, the Committee awarded:

•Mr. West an annual grant of 25,000 options and 4,000 RSUs (compared to the 30,000 options and 2,500 RSUs granted to him in December 2022);

•Mr. Hicke an annual grant of 100,000 options (as required by the terms of Mr. Hicke’s employment agreement) and 30,000 RSUs (compared to an annual grant to him of 100,000 options in December 2022 and no RSUs);

•Mr. McGonigle did not receive an annual grant of options or RSUs (compared to the 75,000 options granted to him in December 2022);

•Mr. Withrow did not receive an annual grant of options or RSUs (compared to the 75,000 options granted to him in December 2022); and

•Mr. McCabe an annual grant of 25,000 options and 4,000 RSUs (compared to the 30,000 options and 2,500 RSUs granted to him in December 2022).

The number of options and RSUs granted at the December 2023 meeting to our named executive

officers was approximately 75% and 192%, respectively, of the number granted to such officers in December 2022.

In 2023, the total number of options and RSU grants the Committee approved as part of the year-end annual grant process was 1.7 million options to 273 employees and 351 thousand RSUs to 509 employees as compared to 2022 when the Committee approved the annual grant of 2.2 million options to 506 employees and 407 thousand RSUs to 500 employees. During 2023, we repurchased in open market or private transactions 5.2 million Shares under our stock repurchase program at a total cost of approximately $310.8 million, compared to 5.9 million Shares in 2022 at a total cost of approximately $338.4 million. These share repurchase activities substantially offset the dilution which can result from grants and exercises under our equity compensation programs.

2024 compensation changes

The Committee reviewed the contributions of each of the executive officers during 2023, the contributions expected in the future, and the competitive landscape for highly-skilled, similarly situated individuals in connection with determining whether to adjust salaries and non-equity incentive compensation targets for 2024. Of our named executive officers, only Mr. Hicke’s compensation was changed. Similar to the consideration of Mr. Hicke’s incentive compensation award described above in “Award of 2023 incentive compensation,” the Committee considered the following in connection with Mr. Hicke’s base compensation adjustment:

•the base compensation of the Chief Executive Officer at those companies used as the “peer group” for the Compensation Analysis Project described in the Proxy Statement we filed with the Securities and Exchange Commission in connection with our 2023 Annual Meeting of Shareholders;

•Mr. Hicke’s creation and execution of a 5 to 7 year strategic growth plan, including the improvement in the performance of our Private Banking Unit;

•Mr. Hicke’s furtherance of our values and culture, with an emphasis on growth, mobility and talent, including his advocacy of SEI Women’s Network and SEI Diversity & Inclusion efforts; and

•Mr. Hicke’s continued work reorganizing our structure and the roles and responsibilities of our senior executives to better align with our strategic initiatives.

The Committee believed that the significance of Mr. Hicke’s contributions in these areas and the leadership

2024 Proxy Statement 31

that he has shown that has inspired and galvanized our employees to action merited an increase in Mr. Hicke’s base compensation. The following table sets forth the compensation amount that will be in effect for 2024, as well as the percentage increase from the base salary prior to the adjustments during 2023.


Name	2024 Base Compensation Amount ($)	% Increase	2024 Incentive Compensation Target ($)	% Increase
Ryan P. Hicke	850,000	13.3%	2,000,000	14.3%

Stock ownership policy

Under our Stock Ownership Policy, directors and executive officers are required to own equity interests in the Company having a required value which is a multiple of their base compensation. The equity value may consist of the ownership of Shares of Common Stock or of vested and exercisable stock options (valued at the amount by which the market price of the underlying shares exceeds the exercise price of the option), provided that at least 50 percent of the required value is in the form of direct ownership of our Shares of Common Stock. The required value is equal to five times their annual cash retainer in the case of directors, six times his annual base salary in the case of the Chief Executive Officer, and four times their annual base salary in the case of other executive officers. The Policy provides that the required value must have been achieved for existing directors and executive officers in March of every year, and for persons elected as directors or appointed or promoted as officers after the adoption of the Policy, not later than the fifth anniversary of such election or appointment. All of directors and executive officers other than one are in compliance with this Policy.

Compensation recoupment policy

Effective October 2, 2023, we amended and restated our existing Compensation Recoupment Policy to align with listing rules adopted by the NASDAQ Stock Market LLC as required by the Securities and Exchange Commission. The policy applies to all executive officers (as defined under the applicable rules), as well as certain other members of our senior management committee, and requires us to seek to recoup certain incentive-based compensation, whether cash- or equity-based, from current or former officers and in the event that we are required to prepare an accounting restatement due to our material noncompliance with any financial reporting requirement under the securities laws.

Compensation consultant

The Committee has retained the firm of Semler Brossy as its independent consultant since 2012. During 2023, the Committee re-engaged Semler Brossy to provide advice on general industry trends for executive compensation in the asset management and fintech sectors. Semler Brossy provides no other services to us outside of its role as independent Committee advisor.

Because of the policies and procedures Semler Brossy and the Committee have in place, the Committee is confident that the advice it receives from the executive compensation consultant is objective. These policies and procedures include the following provisions:

•the Committee has the sole authority to retain and terminate the executive compensation consultant;

•the Consultant has direct access to the Committee without management intervention;

•the Committee’s evaluation of the quality and objectivity of the services provided by the Consultant each year in connection with retaining the Consultant; and

•the protocols for the engagement (described below) limit how the Consultant may interact with management.

While it is necessary for the Consultant to interact with management to gather information, the Committee has adopted protocols governing if and when the Consultant’s advice and recommendations can be shared with management. These protocols are included in the Consultant’s engagement letter. The Committee also determines the appropriate forum for receiving Consultant recommendations. Where appropriate, management invitees are present to provide context for the recommendations. This approach protects the Committee’s ability to receive objective advice from the Consultant so that the Committee may make independent decisions about our executive compensation. The Consultant reports directly to the Committee and performs no other work for the Company. The Committee has analyzed whether the work of Semler Brossy as a compensation consultant has raised any conflict of interest, taking into consideration the following factors:

•The provision of other services to us by Semler Brossy;

•The amount of fees by us to Semler Brossy as a percentage of the firm’s total revenue;

•Semler Brossy’s policies and procedures that are designed to prevent conflicts of interest;

•Any business or personal relationship of Semler Brossy or the individual compensation advisors

32 2024 Proxy Statement

employed by the firm with any of our executive officers;

•Any business or personal relationship of the individual compensation advisors with any member of the Committee; and

•Any of our stock owned by Semler Brossy or the individual compensation advisors employed by the firm.

The Committee has determined, based on its analysis of the above factors, that the work of Semler Brossy and the individual compensation advisors employed by Semler Brossy as our compensation consultants has not created any conflict of interest.

2024 Proxy Statement 33

Pay Versus Performance

In accordance with rules adopted by the Securities and Exchange Commission pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, we provide the following disclosure regarding executive compensation for each person

who served as our principal executive officer (“PEO”) and for our Non-PEO named executive officers (“NEOs”) and Company performance for the fiscal years listed below. The Compensation Committee did not consider the pay versus performance disclosure below in making its pay decisions for any of the years shown.


	Summary Compensation Table Total		Compensation Actually Paid			Value of Initial Fixed $100 Investment Based On:
Year	PEO 1 Ryan P. Hicke ($) (1)	PEO 2 Alfred P. West, Jr. ($) (2)	PEO 1 Ryan P. Hicke ($) (3)	PEO 2 Alfred P. West, Jr. ($) (4)	Average Summary Compensation Table Total for non-PEO NEOs ($) (5)	Average Compensation Actually Paid to non-PEO NEOs ($) (6)	SEI TSR ($) (7)	Industry Index TSR ($) (8)	Net Income ($000s) (9)	Adjusted Pre-Tax Earnings Per Share ($) (10)
2023	5,934,430	N/A	6,142,130	N/A	3,050,860	3,080,441	102.46	181.96	462,258	4.61
2022	6,402,465	2,469,653	6,224,840	2,377,978	3,494,008	3,332,318	92.66	129.82	475,467	4.48
2021	N/A	2,367,239	N/A	2,475,614	1,991,178	2,162,026	95.47	180.24	546,593	5.12
2020	N/A	2,933,734	N/A	2,552,384	2,823,425	2,899,647	88.89	125.65	447,286	3.99

(1)Reflects compensation amount reported in the Summary Compensation Table (“SCT”) in 2022 for Ryan P. Hicke, who was appointed Chief Executive Officer (and thus became our PEO) effective June 1, 2022.

(2)Reflects compensation amounts reported in the SCT in 2022 for Alfred P. West, Jr., who served as our Chief Executive Officer (and thus as our PEO) during 2020, 2021 and for the period January 1, 2022, through May 31, 2022.

(3)Compensation Actually Paid (“CAP”) for Mr. Hicke in 2023 and 2022 reflects the respective amount set forth in column (1) of this table, adjusted as set forth in the table below, as determined in accordance with SEC rules. RSUs are paid in Company shares once the underlying award vests, and are incorporated as applicable in the table below. The dollar amount reflected in column (1) of this table does not reflect the actual amount of compensation earned by or paid to Mr. Hicke during the applicable year.

(4)CAP for Mr. West in each of 2022, 2021 and 2020 reflects the respective amounts set forth in column (2) of this table, adjusted as set forth in the table below, as determined in accordance with SEC rules. RSUs are paid in Company shares once the underlying award vests, and are incorporated as applicable in the table below. The dollar amounts reflected in column (2) of this table do not reflect the actual amount of compensation earned by or paid to Mr. West during the applicable year.


Year	2020	2021	2022	2022	2023
PEO	Alfred P. West, Jr.	Alfred P. West, Jr.	Alfred P. West, Jr.	Ryan P. Hicke	Ryan P. Hicke
SCT Total Compensation ($)	2,933,734	2,367,239	2,469,653	6,402,465	5,934,430
Less: Stock and Option Award Values Reported in SCT for the Covered Year ($)	(1,014,000)	(373,625)	(694,825)	(4,106,600)	(3,416,000)
Plus: Fair Value for Stock and Option Awards Granted in the Covered Year ($)	988,875	383,000	628,450	3,941,000	3,544,500
Change in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years ($)	(356,225)	49,500	50,075	63,350	95,800
Change in Fair Value of Stock and Option Awards from Prior Years that Vested in the Covered Year ($)	—	49,500	(75,375)	(75,375)	(16,600)


Compensation Actually Paid ($)	2,552,384	2,475,614	2,377,978	6,224,840	6,142,130

Equity Valuations: Stock option grant date fair values are calculated based on the Black-Scholes option pricing model as of date of grant. Adjustments have been made using stock option fair values as of each measurement date using the stock price as of the measurement date and updated assumptions (i.e., term, volatility, dividend yield, risk free rates) as of the measurement date. RSU grant date fair values are calculated using the stock price as of date of grant.

34 2024 Proxy Statement

(5)The following non-PEO named executive officers are included in the average figures shown:

2020: Dennis J. McGonigle, Stephen G. Meyer, Ryan P. Hicke, Michael N. Peterson

2021: Dennis J. McGonigle, Wayne M. Withrow, Ryan P. Hicke, Philip N. McCabe

2022: Dennis J. McGonigle, Wayne M. Withrow, Kevin P. Barr, Philip N. McCabe

2023: Alfred P. West, Jr., Dennis J. McGonigle, Wayne M. Withrow, Philip N. McCabe

(6)Average CAP for our non-PEO named executive officers in each of 2023, 2022, 2021 and 2020 reflects the respective amount set forth in column (5) of this table, adjusted as set forth in the table below, as determined in accordance with SEC rules. RSUs are paid in company shares once the underlying award vests, and are incorporated as applicable in the table below. The dollar amounts reflected in column (5) of this table do not reflect the actual amounts of compensation earned by or paid to our non-PEO named executive officers during the applicable years.


Year	2020 Average	2021 Average	2022 Average	2023 Average
Non-PEO NEOs	See column (5) note	See column (5) note	See column (5) note	See column (5) note
SCT Total Compensation ($)	2,823,425	1,991,178	3,494,008	3,050,860
Less: Stock and Option Award Values Reported in SCT for the Covered Year ($)	(1,280,438)	(429,669)	(1,893,842)	(637,000)
Plus: Fair Value for Stock and Option Awards Granted in the Covered Year ($)	1,994,694	440,450	1,754,833	663,700
Change in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years ($)	(638,034)	176,488	52,694	(11,369)
Change in Fair Value of Stock and Option Awards from Prior Years that Vested in the Covered Year ($)	—	(16,421)	(75,375)

SEC Form DEF 14A filed by SEI Investments Company