George Tsunis
About George Tsunis
George Tsunis (age 57) is an independent Class I director at Arbor Realty Trust (ABR), re-appointed on March 6, 2025 after previously serving from August 2016 to April 2022; he was elected by stockholders at the May 21, 2025 annual meeting to serve until the 2028 annual meeting . He is founder, Chairman and CEO of Chartwell Hotels; a former partner at Rivkin Radler LLP; former Chairman of the Battery Park City Authority; and served as U.S. Ambassador to Greece from May 2022 to January 2025 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Chartwell Hotels | Founder, Chairman & CEO | Not specified (current) | Owns/develops/manages Hilton/Marriott/IHG franchises; community development focus |
| U.S. Department of State | U.S. Ambassador to Greece | May 2022 – Jan 2025 | Advanced U.S.–Greece relations; promoted energy connectivity and resiliency |
| Rivkin Radler LLP | Partner | Not specified (prior) | Land use/zoning, real estate corporate/municipal law, commercial litigation |
| Battery Park City Authority (NY State) | Chairman | Not specified (prior) | Oversight of 92-acre planned development (Battery Park City) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Various non-profit/scientific organizations | Board member/supporter | Not specified | Philanthropic engagement benefiting Greece and diaspora (organizations not enumerated) |
No other public company directorships/interlocks are disclosed for Tsunis in ABR’s proxy statement .
Board Governance
- Classification and election: Class I director; elected May 21, 2025 with term to 2028 annual meeting .
- Independence: Determined independent under NYSE standards; Board reviewed a $50,000 investment by Tsunis with an ACM-affiliated entity formed for property-specific commercial real estate investing and affirmed independence .
- Committees: Member, Compensation Committee (added March 6, 2025); Member, Corporate Governance Committee (added March 6, 2025) .
- Attendance context: In 2024, the Board met 11 times and no incumbent director attended fewer than 75% of Board/committee meetings; Tsunis was not on the Board during 2024 .
- Executive sessions: Independent non-management directors meet regularly in executive session, chaired by the Lead Director (William C. Green); Lead Director responsibilities are defined (liaison, agendas, information flow, advisor retention) .
Fixed Compensation
| Component | Amount/Structure | Notes |
|---|---|---|
| Annual director fee (non-management) | $217,500 total value | $100,000 cash + approx. $117,500 in stock (2024 program) |
| Committee chair fees | Audit: $25,000; Comp: $15,000; Corp Gov: $20,000 | Annual cash fees |
| Committee membership fees (non-chair) | $10,000 per committee | Annual cash fee |
| Lead Director add’l cash | $50,000 | Annual cash fee |
| Reimbursements | Reasonable out-of-pocket; up to $2,500 continuing education | Director program terms |
| 2025 grant to Tsunis | 7,922 fully vested common shares (March 14, 2025) | Granted under director program |
| Program basis for Tsunis | Compensation based on ABR’s director program described in proxy | As disclosed in 8-K at appointment |
Performance Compensation
| Element | Metrics | Structure | Status for Directors |
|---|---|---|---|
| Equity grants | None tied to performance for directors | Directors receive fully vested stock/RSUs; not performance-based | No performance metrics disclosed for director equity |
Other Directorships & Interlocks
| Company/Entity | Type | Role | Potential Interlock |
|---|---|---|---|
| None disclosed | Public company | — | No public company board roles disclosed for Tsunis |
| Battery Park City Authority | Public benefit corp | Former Chairman | Not an ABR counterparty disclosed |
| Chartwell Hotels | Private company | Founder/Chairman/CEO | No ABR transactions disclosed involving Chartwell |
Expertise & Qualifications
- Real estate operations and finance (hotel franchising across major brands; community development) .
- Legal background (land use/zoning, municipal, real estate corporate law, litigation) .
- Public policy and diplomacy (Ambassador to Greece; energy resiliency and regional connectivity focus) .
- Board concluded his real estate, finance, and public policy background supports service as director .
Equity Ownership
| Holder | Shares of Common Stock Beneficially Owned | % of Common | Notes |
|---|---|---|---|
| George Tsunis | 7,922 | Less than 1% | As of proxy disclosure; newly appointed in March 2025 |
| Stock ownership guidelines (directors) | 5x prior-year cash compensation | Compliance window: 5 years for new directors | Directors must maintain minimum equity; cash-to-stock substitution option if above threshold |
Insider trading/hedging: ABR’s insider trading policy applies to directors; company policy prohibits trading in derivatives, pledging, and hedging by covered persons per policy (policy text references covered employees and NEOs; the company’s broader code applies to directors) .
Say-on-Pay & Shareholder Feedback
| Proposal | For | Against | Abstain | Broker Non-Votes | Outcome |
|---|---|---|---|---|---|
| Election of George Tsunis (Class I) | 79,650,699 | 2,498,306 | 668,319 | 61,124,361 | Approved |
| Say-on-Pay (NEO comp) | 62,852,531 | 18,411,463 | 1,553,330 | 61,124,361 | Approved |
| Auditor ratification (EY) | 138,610,554 | 4,395,965 | 935,166 | N/A | Approved |
Compensation Committee Analysis
- Membership and leadership: Compensation Committee chaired by Lead Director William C. Green; members include Farrell, Lazar, Schwartz, Wilkens; Tsunis added March 6, 2025 .
- Consultant: FPL Associates engaged in 2024 for non-employee director compensation review; no changes recommended; committee assessed consultant independence/no conflicts .
- Program philosophy: Emphasizes incentive compensation for executives; oversight of Stock Incentive Plan and stock ownership guidelines; CEO has limited delegated grant authority for certain hiring/retention awards .
Related Party & Conflict Review
- Independence review: Board considered Tsunis’s $50,000 investment with an ACM-affiliated entity investing in commercial real estate; determined no impact on independence under NYSE standards .
- No related party transactions disclosed involving Tsunis’s business entities (e.g., Chartwell) in ABR’s related party section; extensive related party disclosures exist for ACM/CEO and affiliates, but none attribute transactions to Tsunis .
Governance Assessment
- Strengths:
- Independence affirmed despite a small investment with an ACM affiliate; transparent review documented .
- Relevant domain expertise in real estate, law, and diplomacy adds breadth to Compensation and Corporate Governance committees .
- Strong shareholder support in 2025 election signals investor confidence (79.65M votes for) .
- Director equity grant and robust stock ownership guidelines align long-term incentives with shareholders .
- Watch items / potential conflicts:
- The $50,000 ACM-affiliate investment introduces a minor related interest; Board’s independence determination mitigates, but ongoing monitoring is prudent given ACM’s broader relationships with ABR .
- Combined CEO/Chair structure places more weight on Lead Director and committee oversight; Tsunis’s role on Compensation and Corporate Governance should support counterbalances .
Executive sessions of independent directors and defined Lead Director responsibilities provide avenues for independent oversight under the combined CEO/Chair model .