Mark Klein
About Mark Klein
Mark Klein is Burford Capital’s General Counsel and Chief Administrative Officer, overseeing global legal and regulatory functions and serving on the Management Committee; he joined Burford in September 2017 and is age 57 . He holds a JD from NYU School of Law and a BA from Yeshiva University, with prior roles at UBS (13 years), Marketfield Asset Management (GC/CCO), NewGlobe Capital (GC/CCO), and Weil, Gotshal & Manges . Company performance during his tenure includes 2024 consolidated net income of $230 million and strong realization and proceeds metrics, alongside governance and market milestones (US domestic issuer transition, Russell index additions) . Pay-versus-performance data show TSR variability and rising net realized gains in the Principal Finance segment in 2024, framing the compensation-performance link for senior executives including Klein ; the General Counsel role also holds formal oversight of the business risk function .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| UBS | Managing Director; General Counsel, infrastructure and PE funds and funds-of-funds business | 13 years (dates not disclosed) | Led legal/regulatory for alternatives platform; broad corporate roles |
| Marketfield Asset Management | General Counsel & Chief Compliance Officer | Jan 2014–Sep 2017 | Built compliance and legal framework at US-registered investment adviser |
| NewGlobe Capital | General Counsel & Chief Compliance Officer | Dates not disclosed | GC/CCO at registered investment adviser |
| Weil, Gotshal & Manges | Attorney | Dates not disclosed | Foundational legal training in leading law firm environment |
External Roles
| Organization | Role | Committee Positions | Years |
|---|---|---|---|
| Not disclosed | — | — | — |
No public company board memberships or committee roles for Klein are disclosed in the proxy .
Fixed Compensation
- Klein was not a Named Executive Officer (NEO) in 2024; therefore individual base salary, target bonus, and cash compensation amounts for him are not disclosed in the Summary Compensation Table or related NEO tables .
Performance Compensation
The equity incentive framework for executive officers (including Klein) uses RSUs and PSUs under the LTIP/2025 Omnibus Plan, generally vesting on the third anniversary of grant; PSUs historically used TSR and Adjusted EPS metrics (50/50 weighting), while 2024 PSUs use TSR only with vesting conditioned on relative TSR to peers and satisfactory individual performance .
| Metric | Weighting | Target | Actual (2021–2023 performance period) | Weighted Payout | Vesting |
|---|---|---|---|---|---|
| TSR (Pre-2024 PSUs) | 50% | 26% | 66% | 50% | 3-year performance period; annual and cumulative testing; vesting at 100% if ≥ target |
| Adjusted EPS (Pre-2024 PSUs) | 50% | 26% | 3,335% | 50% | Same as above; vesting at 100% if ≥ target |
| TSR (2024 PSUs) | 100% | Median or above vs FTSE comparator (Rolling TSR or Annual TSR) | Not yet determined | 0% or 100% (binary) | 3-year vesting; full vest if TSR ≥ median; otherwise 0% |
Equity Ownership & Alignment
| Item | Detail | Amount / Policy |
|---|---|---|
| RSUs expected to vest (within 60 days of Mar 3, 2025) | Ordinary shares underlying RSUs for Klein | 13,441 shares |
| PSUs expected to vest (within 60 days of Mar 3, 2025) | Ordinary shares underlying PSUs for Klein | 13,441 shares (subject to performance) |
| Stock ownership guidelines (executives) | Minimum ownership multiple | 3x base salary for executives other than CEO/CIO; 6x for CEO/CIO |
| Ownership guideline compliance | Status as of Dec 31, 2024 | Company states all NEOs have either satisfied or are on track; Klein not specifically covered (not an NEO) |
| Hedging/Pledging policy | Prohibition | Anti-hedging and -pledging policy applies to directors and executive officers |
| Matching notional RSUs (NQDC) | Vesting and settlement | Matching notional RSUs under NQDC vest on 2nd anniversary and are settled upon distribution |
| Executive investments in Burford managed funds | Klein commitment | $25,000 commitment to Burford Opportunity Fund B LP (no management fees; may not be subject to performance fees) |
March 11, 2025 PDMR transactions showed large deferred-compensation share allocations and purchases by other executives/directors; Klein was not named in that release .
Employment Terms
| Term | Klein-specific | Company/Plan Policy |
|---|---|---|
| Employment start date | September 2017 | — |
| Contract term and auto-renewal | Not disclosed | — |
| Severance (cash) | Not disclosed; NEOs other than CEO/CIO and Ms. Will are not entitled to severance | NEOs: Only CEO/CIO have severance multiples; Ms. Will has 12 months base salary upon certain terminations |
| Change-of-control (CIC) | Not individually disclosed | No single-trigger; double-trigger acceleration: if awards are assumed/substituted and termination occurs without cause/for good reason/death/disability within 2 years post-CIC, then unvested awards vest fully; if not assumed, awards accelerate at CIC with PSUs vesting at target |
| Retirement policy | Eligible treatment | Awards remain outstanding and vest in full at scheduled vesting date; eligibility when age+service ≥ 75; none of NEOs eligible as of Dec 31, 2024 |
| Death/Disability | Pro-rata vesting for employees (including NEOs other than CEO/CIO) | Pro-rata on scheduled vest date; PSUs subject to Committee’s performance determination |
| Non-compete/non-solicit | Not disclosed for Klein | CEO/CIO have 12-month (24 months if resignation without good reason) non-compete and non-solicit covenants; confidentiality perpetual |
| Clawbacks | Applies to awards | Awards subject to forfeiture/return/reimbursement per company clawback policies |
| Trading plans | Not disclosed for Klein | Item 5 of Q3 2025 10‑Q lists 10b5‑1 plans for other executives; no other director/officer trading arrangements in Q3 beyond those listed |
Performance & Track Record
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Pay-vs-Performance: TSR value of $100 initial investment (Company) | $78 | $193 | $82 |
| Pay-vs-Performance: TSR value of $100 initial investment (Peer group) | $84 | $116 | $109 |
| Net income ($) | $97,459,000 | $718,199,000 | $229,583,000 |
| Net realized gains/(losses) – Principal Finance segment ($) | $134,473,000 | $187,376,000 | $327,174,000 |
- 2024 performance highlights included consolidated net income of $230 million, consolidated realizations of $907 million, consolidated net realized gains of $440 million, and consolidated proceeds from capital provision assets of $991 million; strategic milestones included tighter-spread debt offering, US domestic issuer migration, Russell index additions, and technology advancements .
Board Governance
- Klein is an executive officer (General Counsel & CAO), not a director; executive officers and their ages/roles are explicitly listed .
- Risk oversight involves Board and committees; the General Counsel maintains oversight of work by the business risk function .
- Corporate governance practices include meaningful ownership guidelines, anti-hedging/pledging policy, clawbacks, and advisory say-on-pay vote; the 2025 AGM approved the 2025 Omnibus Incentive Plan and NQDC Plan amendment .
Compensation Structure Analysis
- Shift toward US-style long-term incentive design via adoption of 2025 Omnibus Incentive Plan (16.5 million shares authorized), with explicit no gross-ups under Section 280G, no automatic single-trigger CIC vesting, and no repricing of underwater options without shareholder approval .
- PSUs moved from dual-metric (TSR and Adjusted EPS, 50/50) to TSR-only design for grants beginning with the 2024 cycle, tightening alignment to relative shareholder returns .
- Clawback policies apply to awards; anti-hedging and anti-pledging increase alignment, reducing red-flag risk from hedging/pledging .
Related Party Transactions
- Executive officers, including Klein, may invest in Burford-managed private funds; commitments are typically not subject to management fees and may not be subject to performance fees; Klein committed $25,000 to Burford Opportunity Fund B LP in 2024 .
No specific related-party business dealings or loans involving Klein are disclosed in the proxy beyond fund commitments .
Equity Ownership & Insider Activity Detail
| Item | Date | Detail |
|---|---|---|
| Beneficial ownership disclosure footnote for Klein | As of Mar 3, 2025 | RSUs and PSUs of 13,441 each expected to vest within 60 days (subject to tax withholding and performance for PSUs) |
| PDMR transactions (others) | Mar 6–11, 2025 | Significant deferred-compensation allocations and market purchases by CEO/CIO/CSO/President/CFO and CDO; Klein not named in this release |
| 10b5-1 trading arrangements (others) | Aug–Sep 2025 | Rule 10b5‑1 plans adopted by CEO, CIO, CSO, President, and Vice Chair; no other director/officer trading arrangements in Q3 2025 beyond those listed |
Employment Terms
| Provision | Plan Language |
|---|---|
| CIC vesting mechanics | Double-trigger acceleration if awards assumed/substituted and termination occurs within 2 years post-CIC; if not assumed, awards accelerate at CIC and PSUs vest at target |
| Retirement vesting | Age+service ≥75; vest in full on scheduled date; PSUs subject to performance determination; none of NEOs eligible as of 12/31/24 |
| Death/Disability vesting | Pro-rata vesting for employees (including NEOs other than CEO/CIO); PSUs subject to performance determination |
| Clawbacks | Awards subject to company clawback policies and applicable law |
| Ownership & retention | Execs must meet 3x salary ownership; retain 100% of net shares until compliance |
| Anti-hedging/pledging | Policy prohibits hedging and pledging by directors/executives |
Investment Implications
- Alignment: Klein’s role as General Counsel includes risk oversight, and his equity exposure via RSUs/PSUs (with vesting tied to TSR and long-term service) plus anti-hedging/pledging and ownership guidelines suggest strong alignment and lower governance red-flag risk .
- Retention pressure: Standard 3-year vesting on RSUs/PSUs and no single-trigger CIC benefits reduce immediate exit incentives; lack of disclosed severance for non-founder executives generally (and no Klein-specific severance disclosed) indicates typical market retention mechanisms rather than cash-heavy guarantees .
- Trading signals: Klein is not named in March 2025 PDMR buying and was not among Q3 2025 10b5‑1 adopters listed; insider activity skewed to founder/NEO group. Absence of Klein’s selling plans reduces near-term selling pressure concerns, though monitoring future filings is prudent .
- Pay-for-performance: Company moved to TSR-only PSUs for 2024 grants, tightening the link to shareholder returns; 2024 outcomes show strong Principal Finance net realized gains and solid net income, but TSR volatility underscores portfolio-driven cyclicality—relevant for equity award realizations .
8‑K and 10‑Q filings bear Klein’s signature as General Counsel & Chief Administrative Officer, reinforcing his policy-making officer status and direct accountability in disclosures .