Rudy Wolfs
About Rudy Wolfs
Anywhere Real Estate (HOUS) appointed Rudy Wolfs as Executive Vice President, Chief Technology Officer, effective February 22, 2024; he serves on the executive committee and reports to the CEO . Wolfs is a seasoned technology leader with senior transformational roles at Capital One (including CIO for Credit Cards and Small Business) and more than 12 years at ING Direct USA culminating as CMO and CIO; he has founded, led, invested in, and advised multiple start-ups . During his tenure, HOUS delivered 2024 Operating EBITDA of $290M (+~14% YoY from $255M) and achieved ~$125M of cost savings; 2024 revenues were $5.7B (+1% YoY) with a net loss of $128M .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Anywhere Real Estate Inc. | EVP, Chief Technology Officer | 2024–present | Leads product/technology; accelerated AI initiatives; improved cybersecurity; delivered agent/franchisee tools; managed tech opex below budget |
| Capital One Financial Corp. | Senior tech leadership incl. CIO, Credit Cards & Small Business | ~10 years | Led digital transformation in large-scale financial services; deep data/engineering expertise |
| ING Direct USA | Technology & marketing leadership; last roles CMO & CIO | More than 12 years (joined 2000) | Scaled from start-up to 8M customers; systems/product development leadership |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Multiple start-ups (unspecified) | Founder, leader, investor, advisor | Various | Launched/led companies to acquisition; entrepreneurship and innovation focus |
Fixed Compensation
| Item | 2024 |
|---|---|
| Base Salary | $650,000 |
| Target Bonus % of Salary | 100% |
| Actual Annual Incentive Payout | $850,750 (130.9% of combined financial/strategic/individual performance) |
Performance Compensation
2024 Annual Incentive Plan (EIP)
| Metric | Weighting | Target | Actual | Company Payout Factor | Individual Modifier | Wolfs Payout |
|---|---|---|---|---|---|---|
| Plan Operating EBITDA | 70% | $263M | $277M | 122% | Applied (±25% range) | $850,750 (130.9%) |
| Strategic Objectives (Operational Excellence & Talent) | 30% | 100% | Achieved 100% | 100% | Applied (±25% range) | Included in 130.9% |
2024 Long-Term Incentive Awards (granted Feb 22, 2024)
| Award Type | Weighting | Grant Date | Quantity | Payout Range / Targets | Grant Date Fair Value | Vesting |
|---|---|---|---|---|---|---|
| RSU | 60% of LTI for NEOs | 02/22/2024 | 98,522 units | N/A (time-based) | $599,999 | 1/3 on 02/22/2025, 1/3 on 02/22/2026, 1/3 on 02/22/2027 |
| PSU (2024–2026 cycle) | 40% of LTI for NEOs | 02/22/2024 | Target 21,893; Threshold 9,305; Max 50,354 | Earned on average of three annual Free Cash Flow goals with rTSR modifier (±15%); tracking above target as of 2024 segment | $140,991 (2024 segment, ASC 718 grant) | Vests after 3-year performance period ending 12/31/2026 |
| Sign-on CRSU (cash-settled) | Inducement | 02/24/2024 | 32,840 units | N/A (time-based) | ~$199,996; priced at $6.09 per unit | 1/3 on 02/22/2025, 1/3 on 02/22/2026, 1/3 on 02/22/2027; forfeitable if terminated prior to vesting |
Outstanding Equity at FY2024 Year-End (12/31/2024)
| Category | Quantity | Market Value |
|---|---|---|
| Unvested RSUs | 98,522 | $325,123 (at $3.30/share) |
| Unvested CRSUs (cash-settled) | 32,840 | $108,372 |
| Unearned PSUs (at target basis for reporting) | 43,786 | $144,494 |
| Stock Options (Exercisable/Unexercisable) | None listed for Wolfs | N/A |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (common stock) | 19,917 shares; less than 1% |
| Shares Outstanding (for % calc) | 111,795,256 (as of 03/10/2025) |
| Ownership as % of Outstanding | ~0.0178% (19,917 ÷ 111,795,256) |
| Vested vs. Unvested | Unvested RSUs 98,522; CRSUs 32,840; Unearned PSUs 43,786 |
| Pledging/Hedging | Prohibited for directors, executive officers, and employees; no waivers permitted |
| Executive Stock Ownership Guideline | 3× base salary for executive committee members; CEO 6×; compliance required within 5 years |
| Wolfs Guideline Compliance Status | Within the 5-year compliance period (retention requirements apply until threshold met) |
Employment Terms
| Term | Wolfs |
|---|---|
| Employment Start | Effective February 22, 2024 (appointed CTO) |
| Nature of Employment | At-will; governed by Executive Severance and Change-in-Control Plans |
| Severance (non-CoC) | 1.0× base + target annual incentive per plan; Wolfs table value $1,085,000 as of 12/31/2024 |
| Severance (double-trigger CoC) | 2.0× base + target annual incentive per plan; Wolfs table value $542,500 as of 12/31/2024 |
| Health Care Continuation | $23,969 (illustrative value at 12/31/2024) |
| Equity Acceleration (illustrative) | CoC: $650,236; Other termination: $144,494; Death/Disability: $577,989 (based on $3.30/share) |
| Death & Dismemberment Benefit | $625,000 (supplemental, subject to qualification) |
| Non-Compete | 2 years post-termination for NEOs |
| Non-Solicit | 3 years post-termination |
| Clawback | Applies to cash and equity compensation; breach of restrictive covenants triggers recoupment |
| Tax Gross-Ups | No “golden parachute” excise tax gross-ups; 280G cutback/best-net approach |
| Change-in-Control Mechanics | Double-trigger; PSUs assumed convert to time-vesting RSUs at target if assumed |
Performance Compensation Design Details
| Element | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Annual Cash Incentive (EIP) | Plan Operating EBITDA | 70% | $263M | $277M | 122% | Annual (paid post-year-end) |
| Annual Cash Incentive (EIP) | Strategic Objectives (Operational Excellence & Talent) | 30% | 100% | Achieved | 100% | Annual |
| Long-Term Incentive | PSUs (3-year) – Avg Free Cash Flow with rTSR modifier | 40% of LTI (NEOs) | Annual FCF goals set each year | 2024 segment tracking above target | Earn-out at cycle end | 3-year ending 12/31/2026 |
| Long-Term Incentive | RSUs (time-based) | 60% of LTI (NEOs) | N/A | N/A | N/A | 1/3 per year, 2025–2027 |
| Sign-on Award | CRSU (time-based, cash-settled) | Inducement | N/A | N/A | N/A | 1/3 per year, 2025–2027 |
Additional Governance and Policies
- Insider trading policies prohibit hedging and pledging by directors, executive officers, and employees .
- Executive stock ownership guidelines require 3× salary for executive committee members; retention rules apply until compliance achieved .
- Compensation program features double-trigger CoC, strong pay-for-performance design, independent consultant, and clawback policy covering cash and equity .
Investment Implications
- Alignment: Wolfs’ compensation is heavily at-risk and performance-linked (EIP + PSUs), with RSUs/CRSUs vesting evenly through 2027; PSU design tied to cash generation with rTSR modifier and currently tracking above target for the 2024 segment, signaling management focus on FCF amid industry cyclicality .
- Ownership/Supply: Wolfs holds 19,917 shares (~0.0178% of outstanding) and has material unvested RSU/CRSU tranches vesting on 02/22/2025–2027; monitor potential selling pressure around vest dates given cash-settled CRSU and time-vested RSU schedules .
- Retention/Protection: Two-year non-compete and robust severance/change-in-control protections (double-trigger mechanics; equity conversion/acceleration) reduce near-term retention risk; no excise tax gross-ups and stringent clawback enhance shareholder alignment .
- Execution Signal: 2024 achievements in AI deployment, cyber posture, and cost discipline underscore operational execution under Wolfs’ technology leadership during a challenging housing market, supporting the company’s Reimagine25 transformation agenda .