Nathaniel Robinson
Cushman & WakefieldAbout Nathaniel Robinson
Executive Vice President, Chief Investment & Strategy Officer (EVP, CISO) of Cushman & Wakefield (CWK). Age 50. Promoted to EVP, CISO effective July 1, 2023; previously Chief Investment Officer and EVP, Strategic Planning (2018); joined CWK in 2016 as SVP, Corporate Development . Education: B.S. in finance and accounting (Drexel), M.P.P. (Harvard), M.B.A. (Dartmouth) . Company performance in 2024 improved with Net Income of $131.3M vs. 2023 loss, Compensation EBITDA of $591M, and Free Cash Flow of $167M, supporting pay-for-performance alignment . Cumulative TSR (SEC “Pay vs Performance” table) shows Company TSR value of $64 for 2024 (base year 2020 = 100), reflecting market underperformance backdrop into which incentives operated .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Cushman & Wakefield | EVP, Chief Investment & Strategy Officer | 2023–present | Leads investment strategy; oversight of strategic planning and value creation initiatives . |
| Cushman & Wakefield | Chief Investment Officer; EVP, Strategic Planning | 2018–2023 | Capital allocation, portfolio strategy, long-term planning . |
| Cushman & Wakefield | SVP, Corporate Development | 2016–2018 | M&A and corporate development foundation for CWK public company journey . |
| Virgo Capital | Investment Partner | n/a | Led new platform investments; strategy for portfolio companies . |
| Morgan Stanley (Global Technology Group) | Investment banking | n/a | Technology sector transaction experience . |
| PhillyCarShare | Co-founder, former chairman | n/a | Built/monetized mobility platform (acquired by Enterprise) . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Virgo Capital | Investment Partner | n/a | Private equity investing . |
| Morgan Stanley | Banking, Global Technology Group | n/a | Tech coverage . |
| PhillyCarShare | Co-founder, former chairman | n/a | Company acquired by Enterprise (2011) . |
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Base salary | $500,000 | 2024 base unchanged vs. 2023; set in 8/3/2023 offer letter . |
| Target annual cash bonus | $1,000,000 | Max 200% of target . |
| Actual 2024 AIP paid (paid Mar-2025) | $1,000,000 | Plan funded at 100% for NEOs; see AIP details below . |
| Benefits/perqs disclosed | $13,800 | Company 401(k) contribution; no separate perq reported for him in 2024 . |
Performance Compensation
Annual Incentive Plan (AIP) – 2024 structure and outcome
| Item | Detail |
|---|---|
| Metric | Compensation EBITDA (100% weighting) . |
| Targets | Threshold $399M; Target $570M; Max $741M . |
| Actual | $591M (104% of target) → model funding 112%, but Committee applied downward discretion to 100% for executives . |
| Individual modifier | 80–120% range; applied at 100% for each NEO (no modifier) . |
| Payout to Robinson | $1,000,000 (100% of target) . |
Long-Term Incentive Program (LTIP)
2024 PRSUs (Senior Tier Awards)
- Vehicle/mix: 100% performance-vesting RSUs for senior tier (MacKay, Johnston, McDonald, Robinson) .
- Performance period: 3-year cumulative (2024–2026), cliff vest upon Committee certification in 2027 .
- Metrics and weights: Strategic Cash Generation (75%); Strategic Cost Efficiency (25%) .
- Payout range: Up to 300% (SCG) and 250% (SCE) for senior-tier metrics; award max overall 287.5% of target .
- Target shares granted to Robinson: 99,900 target PRSUs (2024 grant) .
- 2025 change (context): 50/50 mix with Adjusted EPS and TSR modifier for new 2025 grants (design reference) .
Prior-cycle performance-vesting (2012 PRSU grant assessed in 2025)
| Grant | Metric design | Payout % | Robinson target vs. vested shares |
|---|---|---|---|
| 2022 PRSUs | 50% Adjusted EBITDA Margin Performance; 50% Adjusted EBITDA Growth; +/-20% 3-yr Relative TSR modifier | 46.7% | Target 17,817; vested 8,321 on 2/26/2025 . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership | 58,306 shares as of 3/21/2025 . |
| Ownership as % of shares outstanding | ~0.025% (58,306 / 231,281,053) using reported outstanding shares as of 3/27/2025 . |
| Unvested time-vesting RSUs (12/31/2024) | 25,871 units; vesting: 9,965 (2/23/2025), 5,940 (2/24/2025), 9,966 (2/23/2026) . |
| Unearned PRSUs at target (12/31/2024) | 147,612 target PRSUs outstanding (2023 and 2024 cycles) . |
| 2023 PRSU target | 29,895 target units (Robinson) . |
| 2024 PRSU target | 99,900 target units (Robinson) . |
| Options | Company disclosed no options granted in 2024; outstanding equity is primarily RSUs/PRSUs . |
| Ownership guidelines | NEOs must hold Qualifying Equity equal to 3x salary; sell/transfer restrictions until met; assessed annually; all NEOs were in compliance or subject to retention as of 12/31/2024 . |
| Hedging/pledging | Prohibited (no short sales, derivatives, hedging, margin pledging) . |
| Clawback | SEC/NYSE-compliant clawback; also recoup for executive misconduct beyond restatement triggers . |
| Deferred Comp | Robinson’s DCP lump-sum distribution of $286,268 on 1/2/2024; no balance remaining . |
Employment Terms
| Term | Detail |
|---|---|
| Role/offer letter | EVP, Chief Investment & Strategy Officer (effective 7/1/2023); offer letter dated 8/3/2023 . |
| Base/bonus targets | Base $500,000; target bonus $1,000,000; max 200% . |
| LTIP target value | $1,000,000 target equity award value in 2024 (100% PRSUs) . |
| Severance (Involuntary Termination) | 1x salary + 1x target bonus; pro‑rated bonus; 12 months subsidized benefits; $25,000 outplacement; pro‑rata acceleration for RSUs; PRSUs generally based on actual performance for completed years or target if none completed . |
| CIC double-trigger | 2x salary + 2x target bonus; pro‑rated bonus; 24 months benefits; outplacement $25,000; full RSU acceleration if awards assumed (PRSUs determined per actual/target methodology); if not assumed, equity vests prior to CIC . |
| Death/disability | Immediate vesting of RSUs; PRSUs vest at target (pro‑rated if grant <1 year old) . |
| Restrictive covenants | Non-compete and non-solicit for 12 months post-employment; confidentiality and non-disparagement obligations . |
Performance Compensation – Detailed Table
| Plan | Metric | Weight | Target | Actual | Payout/Outcome | Vesting |
|---|---|---|---|---|---|---|
| 2024 AIP | Compensation EBITDA | 100% | $570M | $591M (104%) | 100% funded for NEOs via discretion; Robinson paid $1,000,000 (100% of target) | Cash paid Mar-2025 . |
| 2024 PRSUs | Strategic Cash Generation (3-yr cumulative) | 75% | Not disclosed (commercially sensitive) | To be assessed after 2026 | Max factor up to 300% on SCG; overall award max ~287.5% | Cliff in 2027 . |
| 2024 PRSUs | Strategic Cost Efficiency (3-yr cumulative) | 25% | Not disclosed | To be assessed after 2026 | Max factor up to 250% on SCE | Cliff in 2027 . |
| 2022 PRSUs | Adj. EBITDA Margin (avg 2022–2024) | 50% | See table | Company achieved 50.1% metric result | Contributed to 46.7% total payout | Vested 2/26/2025; Robinson vested 8,321 shares . |
| 2022 PRSUs | Adj. EBITDA Growth (avg 2022–2024) | 50% | See table | Company achieved 43.4% metric result | Contributed to 46.7% total payout | Vested 2/26/2025 . |
Investment Implications
- Alignment and structure: Robinson’s pay mix is high beta to multi‑year value creation (100% PRSUs in 2024 tied to cash generation and structural cost efficiency; 3‑year cliff), which supports deleveraging and margin/cash outcomes central to CWK’s strategy . Positive governance features include strict hedging/pledging prohibition, robust clawback, and stock ownership rules with retention locks until thresholds are met .
- Retention risk/overhang: Unvested PRSUs (target 147,612) and time‑based RSUs (25,871) represent meaningful unrecognized equity; next significant vesting catalysts occur in 2026 (time-based) and 2027 (PRSUs), moderating near‑term selling pressure and anchoring retention .
- Performance linkage track record: 2022 PRSU payout at 46.7% indicates downside sensitivity when multi‑year EBITDA metrics underperform, consistent with shareholder alignment during tougher industry conditions . 2024 operating improvement (NI turned positive; FCF higher) provides a constructive set-up for current-cycle PRSUs .
- Governance and shareholder sentiment: Strong say‑on‑pay support in 2024 (96.8%) reduces near-term compensation controversy risk; compensation design shifts in 2025 (EPS focus with TSR modifier; 50/50 mix) reflect prioritization of growth and earnings quality .
- Ownership “skin in the game”: Beneficial ownership of 58,306 shares (~0.025% of SO) plus sizable unvested equity aligns incentives but is not large enough to create undue concentration risk; pledging/hedging prohibitions further align long-term exposure .
Appendix — Additional Reference Data
Company performance context (selected)
| Metric | 2023 | 2024 |
|---|---|---|
| Net Income (Loss) | $(35.4)M | $131.3M |
| Free Cash Flow | $101.2M | $167.0M |
| Compensation EBITDA | $581.3M | $591.0M |
| Company TSR value (base 2020=100) | $53 | $64 |
Compensation governance and peer group
- Clawback policy: Restatement-based recovery and additional “misconduct” triggers; exceeds minimums .
- Say-on-pay 2024: 96.8% approval .
- Peer group used for benchmarking (2024): AECOM; Anywhere Real Estate; Boston Properties; CBRE; CGI; Colliers; Compass; DXC; EMCOR; Fluor; Jacobs; JLL; KBR; ManpowerGroup; Newmark; Unisys; Vornado .
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