Christopher J. Drew
About Christopher J. Drew
Independent director since 2022; age 44. Senior Managing Director, JLL Capital Markets, Americas, and Co‑Head of JLL’s Miami office, with 20+ years in real estate capital markets. Holds BBA and MBA degrees from the University of Miami Herbert Business School. Classified by CTO’s Board as independent under NYSE rules; participated in executive sessions of independent directors held around each quarterly Board meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cushman & Wakefield | Senior Associate, Capital Markets Group | ~5 years (prior to 2010) | Transaction execution experience in JV equity, preferred/mezzanine and senior financing |
| Pro Access, Inc. | Sports marketing role | Not disclosed | Brand/partnership exposure (biographical detail) |
| New York Mets Baseball Organization | Role not disclosed | Not disclosed | Organizational operations exposure (biographical detail) |
| HFF, Inc. (acquired by JLL) | Joined JLL via HFF acquisition | 2010 onward | Integration into JLL Capital Markets |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| JLL Capital Markets, Americas | Senior Managing Director; Co‑Head, Miami | 2010–present | DEI committee member; broad capital markets remit nationally |
| Big Brothers Big Sisters of Miami | Board member | Not disclosed | Non‑profit governance and community engagement |
- No current public company directorships disclosed in the CTO proxy biographies for Mr. Drew.
Board Governance
- Independence: Board determined Mr. Drew is independent under NYSE Section 303A.02; Board majority is independent.
- Committees (2024/2025): Member, Compensation Committee (Chair: Christopher W. Haga); Member, Governance Committee (Chair: R. Blakeslee Gable). Not on Audit Committee in latest proxy.
- Audit Committee composition (for context): Chair, George R. Brokaw; Members, R. Blakeslee Gable and Christopher W. Haga; four meetings in 2024.
- Attendance: All directors attended >75% of Board and applicable committee meetings in 2024 and 2023.
- Leadership: Independent Chairman policy; current Chair Laura M. Franklin; executive sessions of independent directors at each quarterly Board meeting.
- Governance policies: Related Party Transactions Policy (Audit Committee oversight); Code of Business Conduct and Ethics; anti‑hedging/anti‑pledging; Dodd‑Frank‑compliant Clawback Policy (effective Oct 24, 2023).
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Annual cash retainer ($) | 40,000 (policy) | 40,000 (policy) | 50,000 (policy) |
| Committee cash retainers ($) | Audit Chair 15,000; Audit Member 7,500; Comp Chair 10,000; Comp Member 5,000; Governance Chair 10,000; Governance Member 5,000; Board Chair 65,000 | Same as 2022 | Audit Chair 22,500; Audit Member 11,250; Comp Chair 15,000; Comp Member 7,500; Governance Chair 15,000; Governance Member 7,500; Board Chair 97,500 |
| Fees earned or paid in cash ($) – Drew | 48,659 | 49,977 | 64,965 |
| Shares received in lieu of cash – Drew (elected stock) | 2,437 shares (post 3‑for‑1 split) | 2,966 shares | 3,546 shares |
- Election to receive cash retainers in stock: Drew elected stock in lieu of cash in 2022, 2023, and 2024, strengthening alignment with shareholders.
Performance Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Annual stock award value ($) | 35,000 | 35,002 | 62,500 |
| Annual stock award shares | 1,746 shares (post split) | — (value disclosed, shares not specified) | 3,740 shares |
| Vesting | Immediate vesting on grant | Immediate vesting on grant | Immediate vesting on grant |
| Disposition restriction | Not saleable until service as director ends | Not saleable until service as director ends | Not saleable until service as director ends |
| Options/PSUs | None disclosed for directors | None disclosed for directors | None disclosed for directors |
- Clawback: Company‑wide clawback policy applies to incentive‑based compensation per SEC/Dodd‑Frank; primary focus on executive officers rather than directors.
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict Notes |
|---|---|---|
| None disclosed | — | Proxy biographies do not list public company boards for Mr. Drew. |
- Alpine relationship (context): CTO is sole member of Alpine Income Property Manager, LLC; governance safeguards include independent Board majority, related‑party approval policies; not specific to Drew.
Expertise & Qualifications
- Capital markets expertise: Arranging JV equity, preferred/mezzanine financing, and senior debt for U.S. real estate assets.
- Leadership: Co‑Head of JLL Miami office; member of JLL Capital Markets DEI committee.
- Education: BBA and MBA, University of Miami Herbert Business School.
Equity Ownership
| As‑of Date | Shares Beneficially Owned | Percent of Class |
|---|---|---|
| April 21, 2023 | 6,759 | * (<1%) |
| April 21, 2024 | 13,678 | * (<1%) |
| April 17, 2025 | 20,303 | * (<1%) |
- Director stock ownership guidelines: Must hold CTO shares equal to 5× annual cash retainer; new directors have 5 years to comply (measured each January). Drew’s five‑year window runs from his 2022 election.
- Hedging/pledging: Company prohibits hedging and pledging of CTO stock, improving alignment and reducing collateralization risk.
Additional Voting Signal (Investor Confidence)
| Proposal (2025 Annual Meeting) | For | Against | Abstain | Broker Non‑Votes |
|---|---|---|---|---|
| Election of Director – Christopher J. Drew | 18,048,078 | 1,154,115 | 128,190 | 6,302,087 |
| Advisory Vote on Executive Compensation (Say‑on‑Pay) | 18,335,194 | 816,340 | 178,850 | 6,302,087 |
Governance Assessment
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Strengths
- Independence and engagement: Independent director; member of both Compensation and Governance committees; Board reports >75% meeting attendance.
- Alignment: Repeated election to receive director cash retainer in shares and holding of restricted stock grants until end of service indicate strong skin‑in‑the‑game posture.
- Controls/Policies: Robust anti‑hedging/anti‑pledging, related‑party approval process overseen by Audit Committee, and updated clawback policy.
- Investor support: Solid director election vote; strong Say‑on‑Pay vote, signaling confidence in compensation governance.
-
Watch items
- Potential external interlocks: Senior role at JLL Capital Markets; monitor for any material transactions or advisory relationships between CTO and JLL that would trigger related‑party review; none disclosed in proxies.
-
RED FLAGS
- None disclosed: No attendance issues; no pledging/hedging; no related‑party transactions involving Mr. Drew disclosed.
-
Overall implication: Drew’s capital markets experience and committee roles support Board effectiveness in compensation/governance oversight; his recurring stock election and growing beneficial ownership are positive alignment signals for investors.