Phillip Juhan
About Phillip Juhan
Chief Financial Officer at Trump Media & Technology Group Corp. since 2021; age 50. He holds a B.S. in Management (Finance) magna cum laude from Georgia Tech and previously served in investment banking roles at Prudential Financial (2002–2006) and Bank of Montreal (2007–2014), then at Town Sports International as VP of Business Operations (2018–2020) and CFO (2020–2021), where he led restructuring and raised $100 million of fresh capital . During 2024, DJT’s total shareholder return rose to 227.33 (value of a $100 investment), versus 116.67 in 2023, while net losses were $400.9 million (2024) and $58.2 million (2023) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Prudential Financial | Investment Banking Division | 2002–2006 | Led consumer-focused research within financial services and consumer sectors . |
| Bank of Montreal | Investment Banking Division | 2007–2014 | Led consumer-focused research across Real Estate, Gaming & Lodging; Broadline Retail & Restaurants . |
| Town Sports International | VP, Business Operations | 2018–Mar 2020 | Operations leadership ahead of CFO role . |
| Town Sports International | Chief Financial Officer | Mar 2020–Jul 2021 | Restructured assets/recapitalized balance sheet; raised $100 million to support post‑pandemic recovery . |
| Trump Media & Technology Group Corp. | Chief Financial Officer | 2021–present | CFO and Principal Financial & Accounting Officer; SOX 302/906 certifications, Q3 2025 . |
External Roles
- No current public-company directorships or committee roles disclosed in the executive officer biography .
Fixed Compensation
| Year | Base Salary ($) | Transaction/Retention Bonus ($) | All Other Compensation ($) | Notes |
|---|---|---|---|---|
| 2023 | 337,500 | — | — | CFO . |
| 2024 | 390,250 | 600,000 (transaction bonus paid in connection with business combination) | 4,900,000 (executive promissory note converted into shares; grant-date fair value) | Base increased to $365,000 effective Closing; to $480,000 effective Oct 1, 2024 . |
- Employment agreement: initial base salary schedule ($300k → $325k → $350k), eligibility for annual bonus plan, initial 520,000 RSUs (later replaced by discretionary equity awards); severance equals accrued obligations plus six months of base salary if terminated without cause or for good reason .
- March 2024 amendment: $600,000 retention bonus post-Closing; discretionary equity awards under 2024 Plan; base increased to $365,000 at Closing .
Performance Compensation
| Component | Metric/Structure | Grant Date | Size/Value | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|---|
| RSUs (2024 Equity Grant) | Time-based service vesting (no performance metrics disclosed) | Nov 5, 2024 | 244,739 RSUs; grant-date fair value $8,306,442 | N/A | 25% vested Dec 25, 2024 | Remaining 75% vests in nine substantially equal quarterly installments; fully vested Mar 25, 2027 . |
| Cash Bonus (Transaction) | Deal consummation (business combination) | 2024 | $600,000 | N/A | Lump sum within 30 days after Closing | One-time . |
- Equity awards policy: executives received time-based RSUs to align with long-term performance and retention; no PSUs or option grants disclosed for NEOs in 2024 .
Equity Ownership & Alignment
| Item | Amount | Detail |
|---|---|---|
| Beneficial ownership (as of Mar 11, 2025) | 220,577 shares; <1% of shares outstanding | Comprised of 37,022 shares of restricted stock and 183,555 unvested RSUs . |
| Outstanding unvested RSUs (12/31/2024) | 183,555 RSUs | Market value $6,259,226 at $34.10/share . |
| Lock-up | Ended Sept 25, 2024 | Applies to directors/officers post-merger; opens window for sales subject to policy windows . |
| Hedging/Pledging | Hedging prohibited by Insider Trading Policy; no pledging arrangements disclosed in proxy . | |
| Company RSU activity (context) | 2,672,526 RSUs outstanding; unrecognized comp expense $70,463.7 with ~1.88 years remaining (as of 9/30/2025) | Company withheld shares to satisfy minimum statutory tax withholding at vest . |
- Stock ownership guidelines: not disclosed in proxy .
- Options: no option awards disclosed for Juhan in 2024 .
Employment Terms
| Term | Provision | Source |
|---|---|---|
| Agreement dates | Original effective July 7, 2021; amended Dec 23, 2021 and Jan 17, 2022; further amended March 2024 | |
| Severance | Accrued obligations + six months of base salary if terminated without cause or for good reason | |
| Change-of-control | No explicit multiples disclosed beyond retention bonus contingent on Closing | |
| Non-compete / Non-solicit | 4-year non-compete; 3-year non-solicit for directors/officers effective Mar 25, 2024 | |
| Indemnification | Indemnification agreement dated Mar 25, 2024 | |
| Insider Trading Policy | Prohibits trading while in possession of MNPI and hedging; outlines compliance | |
| SOX Certifications | CFO executed SOX 302 and 906 certifications on Q3 2025 10-Q | |
| Tax remittance & share repurchase | Company remitted $2,908,708 and repurchased 128,138 shares at $22.70 to satisfy tax from promissory notes (Aug 22, 2024) |
Performance & Track Record
| Measure | 2023 | 2024 |
|---|---|---|
| Total Shareholder Return (value of initial $100 investment) | 116.67 | 227.33 |
| Net Loss ($ thousands) | (58,189) | (400,865) |
- Town Sports International CFO achievements: led restructuring/asset optimization and raised $100 million new capital .
Compensation Committee and Governance Context
- Compensation Committee: members W. Kyle Green, Robert Lighthizer (Chair), George Holding; oversees executive pay, equity plans, severance/change-of-control protections; utilizes independent consultants .
- Consultant: Compensia engaged to review executive and director compensation; Compensation Committee deemed advice independent with no conflicts .
- Controlled company: Donald J. Trump Revocable Trust beneficially owns ~52% voting power; DJT relies on Nasdaq controlled company exemptions .
- Board lock-ups and indemnification agreements implemented at Closing .
Investment Implications
- Alignment and retention: Pay mix is heavily equity-based via RSUs vesting through March 2027, supporting retention; severance is modest (six months base salary), reducing departure payouts .
- Selling pressure: Nine quarterly RSU vesting tranches plus expired lock-up may create periodic insider selling windows; company-level unrecognized stock comp expense and tax-share withholding indicate ongoing equity flow dynamics .
- Governance risk: Controlled company status and related exemptions reduce typical independent oversight; hedging is prohibited, and no pledging disclosed, which supports alignment but concentrates governance power .
- Execution signals: CFO’s SOX certifications and prior restructuring experience are positives for controls and capital structuring; however, large 2024 net loss and the one-time transaction bonus highlight event-driven compensation rather than performance-tied pay metrics .