John (Jack) A. Taylor
About John (Jack) A. Taylor
John (“Jack”) A. Taylor, 69, is President, Chief Executive Officer, and Director of Granite Point Mortgage Trust Inc. (GPMT), serving as CEO and a board member since 2017. He holds a JD from Yale Law School, an MSc in International Relations from the London School of Economics, and a BA from the University of Illinois, and brings deep real estate finance and capital markets expertise from leadership roles at PGIM Real Estate Investors, UBS, PaineWebber, and Kidder, Peabody & Co. . Under his tenure, GPMT’s 2024 total shareholder return (TSR) stood at 25.13 (indexed to $100 at 12/31/2019), versus 79.96 for the FTSE NAREIT Mortgage REITs Index peer group; 2024 “Run-rate” ROAE was (1.2%) and net loss was $207.1 million, reflecting challenging CRE market conditions .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Granite Point Mortgage Trust Inc. | President & Chief Executive Officer | 2017–present | Led internalization (2020), balance sheet and funding strategy, investor engagement; extensive REIT and real estate credit experience . |
| Pine River Capital Management | Global Head of Commercial Real Estate | 2014–2020 | Managed CRE platform pre- and through GPMT internalization; capital allocation and risk management . |
| PGIM (Prudential) Real Estate Investors | Managing Director; Head of Global Real Estate Finance; Global Mgmt Committee member; Chair Global Investment Committee (debt and equity) | 2009–2014 | Built and led global real estate finance; credit and debt product expertise . |
| Five Mile Capital Partners | Partner | 2003–2007 | Principal investing in real estate debt/equity; structured credit . |
| UBS | Co-Head of Real Estate Investment Banking (Americas & Europe) | Not disclosed | M&A/capital markets transactions and client coverage in real estate . |
| PaineWebber | Head of Real Estate Group; Operating Committee Member | Not disclosed | Real estate capital markets leadership and operations . |
| Kidder, Peabody & Co. | Head Trader; Manager of CMBS and Principal Commercial Mortgage business | Not disclosed | Trading, securitization, and principal lending expertise . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Innocence Project | Chairman of the Board | Not disclosed | Non-profit leadership; governance experience . |
| Commercial Real Estate Finance Council (formerly CMSA) | Founding Governor and Member | Not disclosed | Industry policy and market standards contributor . |
| The Real Estate Roundtable | President’s Council Member | Not disclosed | Policy dialog and industry advocacy . |
Board Governance & Service
- Board service: Director since 2017; currently one of seven nominees standing for election at the 2025 annual meeting .
- Committees: All board committees (Audit, Compensation, Nominating & Corporate Governance) are fully independent; as CEO, Taylor is not a member of these committees .
- Leadership structure: Independent Chair (Stephen G. Kasnet); independent director executive sessions are held regularly with the Chair presiding; board not classified; majority voting in uncontested elections .
- Attendance: The board met 9 times in 2024; each director attended at least 75% of board and committee meetings .
- Dual-role implications: CEO also serves as director; independence mitigated by independent Chair, fully independent committees, majority voting, and regular executive sessions .
Fixed Compensation
| Metric (USD) | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary | $1,000,000 | $1,000,000 | $1,000,000 |
| Bonus | — | — | — |
| Stock Awards (Grant-date fair value) | $2,249,979 | $2,249,997 | $3,032,044 |
| Non-Equity Incentive (AIP) | $500,000 | $786,923 | $500,000 |
| All Other Compensation | $12,150 | $12,900 | $13,550 |
| Total | $3,762,129 | $4,049,820 | $4,545,594 |
Notes
- 2024 base salaries for incumbent NEOs (including CEO) were unchanged vs. 2023 .
- Perquisites: NEOs do not receive perquisites or retirement plans not available to other employees; company contributes to 401(k) and (except as noted) HSA .
Performance Compensation
Annual Incentive Plan (AIP) – 2024 Design and Results
- Target opportunity: 100% of base salary for CEO; payout range 0–200% .
- Weighting: 50% Strategic Objectives (qualitative), 50% Financial metrics (split evenly between “Run-rate” ROAE and Change in Book Value per Share) .
| Metric | Weight | Target | Actual 2024 | Payout vs Target |
|---|---|---|---|---|
| “Run-rate” ROAE | 25% of total | 4.0% (100%), Threshold 2.0%, Max ≥8.0% | (1.2%) | 0% |
| Change in Book Value per Share | 25% of total | (5.0%) (100%), Threshold (15.0%), Max ≥15.0% | (34.4%) | 0% |
| Strategic Objectives (Balance Sheet, Risk, Investor, Franchise) | 50% of total | Qualitative target level | Achieved at target | 100% |
| Total AIP Outcome | 100% | — | — | 50% of target |
Result: CEO AIP payout = $500,000 for 2024 performance (paid Q1’25) .
Long-Term Incentive Plan (LTIP) – 2024 Grants
- Mix: Standard 50% PSUs (performance-based, 3-year) and 50% RSUs (time-based, 3-year ratable). One-time supplemental RSUs in June 2024 (3-year cliff) increased 2024 mix to ~37% PSU / 63% RSU for retention; policy reverts to 50/50 in 2025 .
| Award | Grant Date | Units (Taylor) | Vesting | Grant-date Value |
|---|---|---|---|---|
| PSUs (2024–2026) | 3/1/2024 | 235,355 target | Cliff vest after 3-year performance period; 0–200% earn-out based on absolute/relative “Run-rate” ROAE and Change in Book Value/Share (each 25%) | $1,124,997 |
| RSUs (Annual) | 3/1/2024 | 235,355 | Ratable 33%/33%/34% over 3 years | $1,124,997 |
| RSUs (Supplemental) | 6/21/2024 | 256,410 | 3-year cliff on 6/21/2027 | $782,051 |
Key PSU calibration (2024–2026 awards):
- Absolute “Run-rate” ROAE threshold at Target value minus 2% = 25% payout; target = 100%; target +3% = 200%. Relative “Run-rate” ROAE at 25th/50th/75th percentiles = 25%/100%/200% .
- Absolute Change in Book Value per Share thresholds at target minus 10%/target/target +10% = 25%/100%/200%; relative at 25th/50th/75th percentiles = 25%/100%/200% .
PSU Outcomes – 2022 Grant (Performance Period 2022–2024)
| PSU Metric (2022 grant) | Threshold | Target | Maximum | Actual | Payout |
|---|---|---|---|---|---|
| Absolute “Core” ROAE (50%) | 5.5% | 7.0% | ≥8.5% | (9.2%) | 0% |
| Relative “Core” ROAE (50%) | 25th pct | 50th pct | ≥75th pct | <25th pct | 0% |
| Total Earn-out | — | — | — | — | 0% of target |
Equity Ownership & Alignment
- Beneficial ownership: 429,442 GPMT common shares; <1% of outstanding as of March 15, 2025 (48,246,760 shares outstanding) .
- Unvested and unearned equity at 12/31/2024 (Taylor):
- Unvested RSUs: 256,410 (6/21/2024 grant; cliff vest 6/21/2027), 235,355 (3/1/2024 grant; 3-year ratable), 148,810 (3/15/2023 grant; 3-year ratable), 31,672 (2/16/2022 grant; 3-year ratable), 100,100 (12/31/2020 grant; 5-year cliff 12/31/2025) .
- Unearned PSUs at target: 235,355 (2024 grant), 223,214 (2023 grant). 2022 PSUs (23,754 threshold) ultimately earned 0% upon settlement in early 2025 .
- Ownership/retention policies: CEO stock ownership guideline = 5x base salary; retain 75% of shares from equity settlements until compliant; unvested RSUs count toward guideline; PSUs do not .
- Hedging/pledging: Prohibited for officers, directors and employees; short sales and derivatives also prohibited .
- Options: Company does not grant stock options and has no plans to grant options; no options outstanding under current plans .
Employment Terms
- Employment agreements: Implemented at internalization (12/31/2020); CEO eligible for annual AIP (100% of salary target, 0–200% payout) and annual LTIP split between PSUs/RSUs; equity generally subject to double-trigger acceleration upon change in control (CoC) with qualifying termination .
- Non-compete and non-solicit: For CEO, non-compete generally 1 year post-termination; non-solicit 1 year; confidentiality and non-disparagement covenants apply .
- Clawback: Adopted October 2023; recoups excess incentive-based compensation for three years preceding a required accounting restatement, per SEC/NYSE rules .
Estimated CEO benefits upon hypothetical separation at 12/31/2024:
| Scenario | Severance | Cash Bonus | Equity | COBRA | Total |
|---|---|---|---|---|---|
| Termination without Cause or Good Reason (non-CoC) | $4,000,000 | $500,000 | $3,053,888 | $69,273 | $7,623,161 |
| Termination without Cause or Good Reason (during CoC period) | $5,000,000 | $1,000,000 | $3,699,350 | $69,273 | $9,768,623 |
| Death | — | $1,000,000 | $3,053,888 | — | $4,053,888 |
| Disability | — | $1,000,000 | $3,053,888 | $69,273 | $4,123,161 |
| Retirement | — | $1,000,000 | $3,053,888 | — | $4,053,888 |
Notes: Non-CoC treatment continues vesting on original schedules (time-based RSUs continue; PSUs pro-rated and vest based on actual performance), while CoC treatment provides immediate vesting at target (double-trigger), subject to tax timing considerations .
Additional Governance and Compensation Context
- Say-on-Pay support: ~92% approval at 2024 annual meeting .
- 2024 shareholder engagement: Reached out to holders of ~40% of shares regarding supplemental RSUs and governance; feedback expressed general support; no requested changes .
- Independent compensation consultant: Semler Brossy; no conflicts .
- Compensation peer group for benchmarking (internal, commercial mortgage-focused, comparably sized): ABR, AAIC, BRSP, CIM, DX, LADR, MFA, NYMT, RWT, WD .
Performance & Track Record Indicators
| Year | TSR (Indexed to $100 at 12/31/2019) | Net Income (Loss, $000s) | “Run-rate” ROAE |
|---|---|---|---|
| 2021 | 74.00 | 68,353 | 7.0% |
| 2022 | 38.30 | (40,825) | 5.0% |
| 2023 | 49.26 | (63,198) | 5.2% |
| 2024 | 25.13 | (207,051) | (1.2%) |
Peer Group TSR (FTSE NAREIT Mortgage REITs Index): 94.05 (2021), 69.27 (2022), 79.79 (2023), 79.96 (2024) .
Director Compensation (for reference)
- CEO receives no separate fees for director service; independent director pay is split cash/RSUs, with committee chair/member retainers; RSUs vest annually; stock ownership guideline = 3x cash retainer for independent directors .
Compensation Structure Analysis
- Cash vs equity: Significant at-risk pay via AIP and LTIP; 2024 one-time increase in time-based RSUs (to ~63% of LTIP) for retention amid CRE stress; policy reverted to 50/50 in 2025 .
- Performance linkage: 2024 AIP paid 50% of target due to 0% financial metric achievement and target-level strategic performance; 2022 PSUs earned 0% (alignment with poor results) .
- Plan guardrails: No single-trigger vesting; double-trigger for CoC; no hedging/pledging; clawback in place; no options or repricing without shareholder approval .
Risk Indicators & Red Flags
- Negative 2024 “Run-rate” ROAE and sharp decline in book value per share pressure AIP financial components (0%); TSR significantly trails sector index in 2024; PSU non-earn outs in prior cycle underscore execution risk in current CRE environment .
- Supplemental 2024 RSUs increased guaranteed (time-based) equity weighting for retention; while disclosed as one-time, it raises sensitivity to future dilution and potential vesting-related selling pressure when awards settle; however, hedging/pledging are prohibited and the company reports a three-year average burn rate of 3.0% (2022–2024) .
Investment Implications
- Pay-for-performance shows discipline: 0% PSU earn-out for 2022 awards and 50% AIP payout for 2024 reflect alignment with weak financial results, mitigating concerns about pay inflation during underperformance .
- Retention vs. risk trade-off: The 2024 off-cycle, three-year cliff RSUs were used to retain leadership in a stressed CRE cycle; while retention benefits are clear, increased time-based equity raises dilution and vesting overhang considerations into 2027, partly offset by prohibitions on hedging/pledging and plan guardrails (no options/repricing) .
- Governance mitigants to dual role: CEO is not board chair, committees are fully independent, and independent sessions are routine—limiting governance risk from CEO-director duality .
- Contractual downside protection is meaningful but standard for REIT peers: 2.0x non-CoC and 2.5x CoC severance multiples (salary+target bonus) plus equity treatment provide substantial protection; investors should monitor potential transaction incentives and retention alignment under a CoC .
- Performance rebound needed: With negative 2024 “Run-rate” ROAE and book value erosion, future AIP/PSU outcomes will hinge on stabilizing credit performance, funding costs, and book value preservation, given PSUs’ absolute/relative ROAE and book value metrics through 2026 .