Great Gray Acquires RPAGGreat Gray Acquires RPAG

In a shocking move, Great Gray announced the acquisition of RPAG, a leading 401(k) practice management platform for retirement plan advisors. According to a company statement, “RPAG will continue to operate under its brand and leadership.” Separately, RPAG cancelled its national conference, which it has held for the past 30 years, as well as other regional events.

Claiming to have $1.2 trillion assets under “influence,” 120,000 plans and 10 million participants, RPAG has broad reach into advisory firms and service providers. Representatives from Great Gray, RPAG and flexPATH declined to comment, although they issued a statement acknowledging the transaction.

There are more questions than answers, including which staff members will go with RPAG and which will stay with flexPATH. It appears that Nick della Vedova, the longtime RPAG president, will be part of the Great Gray deal, while Vince Giovinazzo, co-founder and CEO, will likely remain at flexPATH.

The acquisition is surprising because Great Gray, RPAG and flexPATH, are all owned by Madison Dearborn Partners. It’s rare that a private equity firm consummates a transaction between portfolio companies, and it’s curious why they moved RPAG to Great Gray rather than keeping it with flexPATH.

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In 2023, Madison Dearborn, which owned NFP, lifted out flexPATH and RPAG and then  what is now Great Gray, formerly Wilmington Trust, a major CIT provider focused on the advisor sold 401(k) market with $209 billion of assets in 765 funds, from M&T Bank led by Great Gray CEO Rob Barnett. Madison eventually sold NFP to Aon in 2024.

The histories of all these firms reflect much of the timeline of the RPA industry and perhaps offer a glimpse into the future.

Giovinazzo and eventually della Vedova formed 401kAdvisors in the 1990s, selling to NFP almost 20 years ago and creating RPAG and flexPATH along the way. They were one of the original RPA aggregators, along with Captrust, Sageview and what is now Hub, started by Bill Chetney and now led by Joe DeNoyior. OneDigital’s Vince Morris and World Insurance’s Troy Hammond had been with NFP at one time.

M&T Bank, which acquired Wilmington Trust in 2011, began focusing on the RPA market in 2013 under Barnett, which partnered in 2015 with flexPATH and Blackrock, led by Dick Darian, on their target date series. flexPATH is approaching $90 billion overall and is one of the only multimanager DCIOs.

So why did Madison Dearborn move RPAG from flexPATH under Giovinazzo to Great Gray under Barnett?

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NFP Advisors, with close to $140 billion of DC assets, and RPAG have been powerful distribution channels for flexPATH. Even after separating from NFP, flexPATH advisors continued to use their funds, which will likely also continue with RPAG under Great Gray. Sales and distribution have not been Great Gray’s strength, recently shifting external wholesalers internally, resulting in attrition. RPAG may be able to help funnel assets to Great Gray’s partners, who presently account for over $120 billion, while continuing to work with flexPATH.

Madison likely did not consider selling RPAG to a third party because of its distribution value for Great Gray and their fund partners. They might have gotten a higher price from a third-party sale benefiting limited partners that own flexPATH but not Great Gray as well as employee shareholders.

The history of these firms reflects many of the major trends affecting the RPA world today;

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What’s the future? Follow the money.