Richard J. Aslanian
About Richard J. Aslanian
Richard J. Aslanian (age 64) is an independent director of First Real Estate Investment Trust of New Jersey, Inc. (FREIT), serving since April 2018 with his current term scheduled to expire at the 2027 annual meeting . He is a former Goldman Sachs Managing Director and Paul, Weiss corporate/tax attorney; co‑founder of Welcome Home Brands; educated at University of Pennsylvania (BA, Economics, summa cum laude) and Columbia Law School (Harlan Fiske Stone Scholar) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Paul, Weiss, Rifkind, Wharton & Garrison LLP | Attorney (Corporate & Tax; M&A) | 1985–1991 | Transactional expertise for complex corporate matters |
| Goldman Sachs & Co. | Managing Director; co‑head of prominent wealth management team | 1991–2006 | Led wealth management; capital markets and fiduciary experience |
| Blue Ram Capital Management, LLC | Founder, CEO, sole Managing Member | 2007–2009 | Managed public equities partnership in developed markets |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Welcome Home Brands, LLC | Co‑Founder | 2010–present | Distributor to cruise lines, hotels, casinos, food service |
| Partnership for Inner‑City Education | Board service | Not disclosed | Charitable board |
| Harrison Educational Foundation | Board service | Not disclosed | Charitable board |
| Armenian Church Endowment Fund | Board service | Not disclosed | Charitable board |
| Richard J. Aslanian Scholarship Fund (UPenn) | Endowed scholarship founder | Not disclosed | Education philanthropy |
Board Governance
- Independence: The Board determined Aslanian is independent under NASDAQ rules; all his committee roles are staffed by independent directors .
- Attendance: In FY2024, the Board held 14 meetings; each incumbent director attended at least 75% of Board and relevant committee meetings; all directors attended the June 27, 2024 annual meeting .
- Lead Independent Director: None; Chairman Ronald J. Artinian (independent) informally functions as “lead” independent director .
| Committee | Role | Chair? | FY2024 Meetings | Independence |
|---|---|---|---|---|
| Audit Committee | Member | No (Chair: Ronald J. Artinian) | 4 | Independent under NASDAQ and Rule 10A‑3(b)(1) |
| Compensation Committee | Member | No (Chair: David F. McBride) | 1 | Independent |
| Nominating Committee | Member | Not disclosed | 1 | Independent |
Notable governance note: The Board states none of the Audit Committee members (including Aslanian) meets SEC “Audit Committee Financial Expert” criteria, though they consider members capable of performing duties .
Fixed Compensation
- Structure (FY2024): Annual cash retainer $60,000; committee membership retainer $2,500 per committee; additional cash retainers paid to committee chairs and Chairman (Aslanian is not a chair); annual equity grant in lieu of $20,000 cash (fully vested shares) .
- FY2025 confirmed: Same framework; equity grant delivered Feb 2025 based on $16.76/share (1,193 shares) .
| Item | FY2024 Amount |
|---|---|
| Cash fees (retainers and committee membership) | $65,292 |
| Stock awards (fully vested shares; 1,230 shares granted 3/22/2024) | $20,000 |
| Total FY2024 Director Compensation | $85,292 |
Performance Compensation
- Director awards are time-based and delivered in fully vested shares; no performance-based metrics (e.g., TSR, EBITDA) or options outstanding for directors at FY2024 year-end .
- Hedging/derivatives prohibited for directors under FREIT’s policy .
| Performance Metric | FY2024 Application |
|---|---|
| Performance conditions (TSR/EBITDA/ESG) on director equity | None disclosed; grants fully vested |
| Options outstanding (director) | None |
| Hedging policy | Hedging prohibited for directors |
Equity Award Details (Director grants)
| Grant Date | Shares Granted | Price per Share | Fair Value | Vesting |
|---|---|---|---|---|
| March 9, 2023 | 1,290 | $15.50 | $20,000 | Fully vested on grant |
| March 22, 2024 | 1,230 | $16.25 | $20,000 | Fully vested on grant |
| February 20/21, 2025 | 1,193 | $16.76 | $20,000 | Fully vested on grant |
Other Directorships & Interlocks
- Public company boards: “During the past five years, none of the directors or executive officers of FREIT have served as directors of any company with a class of securities registered…” (no other public company directorships) .
- Committee interlocks: Compensation Committee members (including Aslanian) had no executive officer roles at FREIT; no interlocks or insider participation .
- Related-party transactions: No transactions disclosed involving Aslanian personally; related-party dealings primarily involve Hekemian & Co. and entities affiliated with other directors/executives .
Expertise & Qualifications
- Legal and transactional acumen (Paul, Weiss corporate/tax/M&A) .
- Capital markets and wealth management leadership (Goldman Sachs MD; co‑head WM team) .
- Investment management experience (Blue Ram Capital CEO) .
- Entrepreneurial and operations experience (co‑founder, Welcome Home Brands) .
Equity Ownership
| Metric | As of Date | Amount |
|---|---|---|
| Total beneficial ownership (direct/indirect) | May 20, 2025 | 54,193 shares (<1% of outstanding) |
| Shares acquirable within 60 days | May 20, 2025 | None |
| Options (exercisable/unexercisable) | FY2024 YE | None outstanding |
| Pledged shares | May 20, 2025 | None disclosed for Aslanian (pledges noted for other directors) |
| Ownership guidelines | — | Not disclosed |
| Hedging policy | — | Hedging prohibited for directors |
Governance Assessment
- Strengths: Independent director on all three key committees; consistent attendance ≥75% of Board/committee meetings; equity grants in lieu of cash align pay with shareholder instruments; anti‑hedging policy; Section 16 compliance affirmed for directors .
- Potential concerns:
- Audit Committee lacks an SEC-defined “financial expert,” which may be viewed negatively by governance‑focused investors despite stated capabilities .
- Pay mix for directors is primarily fixed cash plus fully vested stock; absence of performance‑based equity may limit direct performance alignment for directors (common in small‑cap REITs but noteworthy) .
- Broader company related‑party exposure with Hekemian & Co. is significant (management fees, commissions, JV structures), though not tied to Aslanian personally; continued robust oversight is essential .
- Shareholder signals: Prior say‑on‑pay approval ~74.6% in 2023—acceptable but not overwhelmingly strong; next vote scheduled for 2026 .
Additional context: FREIT’s five‑year TSR to Oct 31, 2024 was 164.87 vs Russell 2000 at 150.39 and FTSE NAREIT Equity REITs at 124.93, providing a constructive performance backdrop during Aslanian’s tenure .
Director Compensation Framework Summary (Board-wide, FY2024/FY2025)
| Component | FY2024 | FY2025 |
|---|---|---|
| Annual cash retainer (director) | $60,000 | $60,000 |
| Committee membership retainer (each of Nominating, Audit, Compensation) | $2,500 | $2,500 |
| Committee chair retainers | Audit $15,000; Compensation $10,000 | Same |
| Chairman of the Board retainer | $30,000 | $30,000 |
| Equity grant in lieu of $20,000 cash | 1,230 shares at $16.25 (3/22/2024) | 1,193 shares at $16.76 (2/20–21/2025) |
Insider Filings and Trades
| Item | Status |
|---|---|
| Section 16(a) compliance (FY2024) | Company believes all directors complied with filing requirements |
| Form 4 activity (director-level detail) | Not detailed in proxy; no specific Aslanian transactions disclosed |
Related-Party Exposure (Company-level, not specifically Aslanian)
| Relationship | FY2024 Amount/Notes |
|---|---|
| Management & other fees to Hekemian & Co. | ~$2,003,000 total; includes ~$1,351,000 management fees; mortgage/leasing/other fees ~$652,000 |
| Litigation management fee to Hekemian & Co. | $750,000 (related to settlement) |
| Insurance commissions to Hekemian & Co. | ~$177,000 |
| JV management fees (e.g., Westwood Hills, Wayne PSC, Pierre Towers TIC) | Various amounts paid to Hekemian & Co.; details in proxy |