Susan Yannaccone
President and Chief Executive Officer, Anywhere Brands and Anywhere Advisors at Anywhere Real Estate
Executive
About Susan Yannaccone
President & CEO, Anywhere Brands & Anywhere Advisors; joined Anywhere in 2015 and serves on the Executive Committee. In 2024, her divisions delivered over $428 million of Operating EBITDA amid unprecedented industry change, while leading luxury brands to gain market share and adding 67 franchisees . Company performance in 2024: revenues $5.7B (+1% YoY), Operating EBITDA $290M (+14% YoY), net loss $128M, with ~$125M cost savings; EIP funded at 115.5% on Plan Operating EBITDA and strategic objectives . Say‑on‑pay support fell to 53.3%, driving Board commitments to avoid off‑cycle awards and enhance disclosure rigor .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Anywhere Real Estate Inc. | President & CEO, Anywhere Brands & Anywhere Advisors | 2015–present | Led Brands and Advisors to >$428M Operating EBITDA in 2024; expanded luxury leadership; added 67 franchisees; retained agents above target while holding commission splits relatively steady |
Fixed Compensation
Multi-year NEO compensation (SEC Summary Compensation Table):
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 646,154 | 750,000 | 750,000 |
| Bonus ($) | 66,667 | 66,667 | — |
| Stock Awards ($) | 843,700 | 2,366,830 | 1,111,488 |
| Non‑Equity Incentive Plan Compensation ($) | 200,000 | 712,500 | 1,081,250 |
| All Other Compensation ($) | 15,164 | 5,827 | 12,348 |
| Total ($) | 1,771,685 | 3,901,824 | 2,955,086 |
2024 annual incentive target is 100% of base salary for NEOs; Susan’s target award $750,000 .
Performance Compensation
2024 Executive Incentive Plan (EIP) design and outcomes:
| Component | Weight | Target/Scale | 2024 Achievement | Notes |
|---|---|---|---|---|
| Plan Operating EBITDA | 70% | Target $263M; 75–125% maps to 25–200% payout | $277M (122% of target) | Financial metric aligned to Operating EBITDA; adjustments per Annex A |
| Strategic Objectives (Operational Excellence & Talent) | 30% | 0–200% payout | 100% (at target) | Delivered ~$125M cost savings, 99% rollout of streamlining, engagement 86% |
| Company Performance Factor | — | — | 115.5% | Determined Feb 2025 |
| Individual Performance Modifier | — | ±25% discretion | Applied | Modifier allowed within ±25% |
EIP payout for Susan Yannaccone:
| Name | Target Award ($) | Combined Financial, Strategic, Individual Performance (%) | 2024 Payout ($) |
|---|---|---|---|
| Susan Yannaccone | 750,000 | 144.2% | 1,081,250 |
2024 Long‑Term Incentive (LTI) grant mix and mechanics:
| Element | 2024 Grant Value ($) | Vesting/Measurement | Performance Metrics |
|---|---|---|---|
| RSUs | 899,998 | Equal tranches over 3 years | Time‑based; aligns interests |
| PSUs | 211,490 | 3‑year cycle (2024–2026) | Average annual Free Cash Flow (three yearly goals) with rTSR modifier vs compensation peer group; direct real estate peers weighted 2x |
PSU realizations: 2022–2024 PSUs paid 0% across CFCF and rTSR; 2024–2026 cycle tracking above target on FCF with rTSR modifier to be applied at cycle end .
Equity Ownership & Alignment
Beneficial ownership and outstanding awards:
| Item | Value |
|---|---|
| Beneficial ownership of common stock (Mar 10, 2025) | 131,675 shares; less than 1% of 111,795,256 shares outstanding |
| Deferred stock units settleable within 60 days | 663 shares |
| Additional deferred stock units (not settleable within 60 days) | 1,991 shares |
| RSUs subject to award (not counted for beneficial ownership within 60 days) | 573,776 shares |
| Options (exercisable/unexercisable) | None disclosed for Susan; option data provided for other NEOs |
Outstanding equity awards at FY-end 2024 (market value at $3.30 per share):
| Award Type | Shares Not Vested (#) | Market Value ($) |
|---|---|---|
| RSUs (grant tranches) | 8,334 | 27,502 |
| RSUs (grant tranches) | 86,356 | 284,975 |
| RSUs (grant tranches) | 172,711 | 569,946 |
| RSUs (grant tranches) | 147,783 | 487,684 |
| PSUs (unearned, not vested) | 155,440 | 512,952 |
| PSUs (unearned, not vested) | 20,726 | 68,396 |
| PSUs (unearned, not vested) | 65,680 | 216,744 |
2024 vesting events (shares and value on vest date):
| Vest Date | Shares Vested (#) | Value ($) |
|---|---|---|
| Feb 23, 2024 | 7,092 | 41,275 |
| Mar 1, 2024 | 8,333 | 52,081 |
| Feb 28, 2024 | 43,177 | 255,608 |
| Dec 31, 2024 (PSU cycles) | — | — (no payout for 2022–2024 PSUs) |
Alignment policies:
- Executive stock ownership guidelines: 3x base salary (CEO 6x); unvested RSUs count; options and unearned PSUs do not. Susan is within five‑year compliance period .
- Hedging and pledging of Company stock prohibited for all directors, executive officers, and employees .
- Clawback policy covers cash and equity; triggers include material restatement or misconduct (including felony, policy violations causing significant harm, fraud/embezzlement/misrepresentation, willful misconduct, dishonesty/corruption, or breach of restrictive covenants) .
Deferred compensation:
| Metric | Susan Yannaccone |
|---|---|
| Aggregate balance at FY 2024 end ($) | 8,758 |
| Aggregate earnings in last FY ($) | (12,766) |
Employment Terms
NEO Agreements and severance/CiC economics:
- Employment at‑will; severance plan administration by Compensation & Talent Management Committee .
- Non‑CiC severance: 1.0x (base salary + target annual incentive), up to 18 months medical/dental continuation, up to $50,000 outplacement; subject to restrictive covenants and release .
- CiC severance (double‑trigger within 24 months post‑CiC): 2.0x (base salary + target annual incentive), lump sum; same benefits; anticipatory terminations connected with CiC also qualify for CiC severance .
- Pro‑rata annual incentive upon qualifying termination (without cause or for good reason), based on actual performance; paid on normal timing .
- Equity treatment at CiC: if awards assumed, PSUs convert to time‑based RSUs at target; if not assumed, restrictions lapse and awards vest/pay; certain death/disability and termination scenarios accelerate per plan .
- Strict restrictive covenants apply to NEOs and are enforced via clawback/forfeiture provisions .
Potential payments (illustrative values as of Dec 31, 2024 published by HOUS):
| Benefit | Termination without Cause or for Good Reason in connection with a Change of Control ($) | Other Termination without Cause or for Good Reason ($) |
|---|---|---|
| Severance Pay | 750,000 | 1,400,000 |
| Health Care | 20,702 | 20,702 |
| Equity Vesting/Acceleration | 2,122,682 | 604,309 |
| Total | 2,893,384 | 2,025,011 |
Note: Published severance amounts reflect HOUS’s disclosure table as of the measurement date; plan multiples are as described in Agreements (above) .
Compensation Structure Diagnostics
- Pay mix: High share of at‑risk and performance‑linked pay; 2024 target for NEOs generally 60% RSUs/40% PSUs for LTI; annual incentive funded substantially on Plan Operating EBITDA and strategic goals .
- Metric calibration: 2024 Plan Operating EBITDA target ($263M) set above 2023 actual ($250M); achieved $277M (122%) amid industry headwinds; strategic objectives scored 100% .
- PSU design evolution: 2024–2026 PSUs use average annual FCF with rTSR modifier vs compensation peer group (direct real estate peers weighted 2x) to mitigate cyclicality and focus on controllable performance; prior cycles saw zero payouts given downturn .
- Investor feedback: Off‑cycle awards criticized; Board committed to avoiding them barring extraordinary circumstances; enhanced disclosure around strategic metrics; 2024 say‑on‑pay at 53.3% prompted actions .
Equity Ownership & Risk Flags
- Ownership: 131,675 shares beneficially owned; <1% of shares outstanding; significant unvested RSUs/PSUs indicate ongoing alignment and retention incentives .
- Hedging/Pledging: Prohibited—reduces alignment risk .
- Clawbacks & restrictive covenants: Robust triggers across cash and equity; enforceable for off‑cycle and regular awards .
- Say‑on‑pay sensitivity: 53.3% approval is a governance watch‑item; Board outreach and program refinements underway .
Investment Implications
- Alignment strong on operating metrics: Susan’s 2024 EIP overachievement (144.2%) tied to concrete EBITDA and strategic goals; PSUs redesigned to emphasize FCF with rTSR modifier against a relevant peer set—lower cyclicality risk going forward .
- Retention intact with balanced equity/cash mix: Large unvested RSUs/PSUs and executive ownership guidelines (3x salary) support stickiness; hedging/pledging bans and clawbacks strengthen alignment .
- Watch governance optics: Prior off‑cycle awards and low 2024 say‑on‑pay require continued tracking of Compensation Committee discipline and disclosure; Board pledged to avoid off‑cycle grants except in extraordinary cases .
- Segment execution lever: Her leadership in luxury and franchise expansion drove divisional Operating EBITDA; if housing volumes normalize, incentive metrics (FCF, EBITDA) can unlock higher realizations and reduce retention risk tied to PSU value volatility .