Jolie G. Kahn
About Jolie G. Kahn
Jolie G. Kahn serves as Corporate Secretary of The InterGroup Corporation (INTG); she is listed as an executive officer in company filings and signed shareholder meeting submissions in 2024. She is age 60 per the company’s directors and officers roster. Credentials include CPA and Esq., and she is described as an attorney in InterGroup materials, with a history of providing securities-law opinions in public filings. Company performance during her tenure shows revenue and EBITDA growth from FY 2024 to FY 2025, with improving but still negative net income.
Company Performance (FY context)
| Metric (USD) | FY 2024 | FY 2025 |
|---|---|---|
| Revenues | $58,140,000 | $64,378,000 |
| EBITDA | $7,774,000* | $14,267,000* |
| Net Income (IS) | $(9,797,000)* | $(5,348,000)* |
| Cash from Operations | $6,813,000 | $5,893,000 |
Values marked with * retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| The InterGroup Corporation (INTG) | Corporate Secretary | ≥2024–2025 | Governance and SEC compliance; signed Item 5.07 meeting results filing ; listed in executive officer tables |
| Portsmouth Square, Inc. (subsidiary) | Secretary | 2023 (evidence) | Supports subsidiary governance; listed as Secretary in company materials and external profiles |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| EvaMedia Corp. | Securities Counsel (legal opinion – Exhibit 5.1 to S‑1) | 2017 | Led legality opinion for registered offering, demonstrating capital markets expertise |
| Genius Group Limited (GNS) | Securities Counsel (legal opinion – Exhibit 5.2 to F‑1) | 2024 | Provided legal opinion on warrants for cross-border issuance; supports expertise in public offering processes |
Fixed Compensation
| Component | Disclosure for Jolie G. Kahn |
|---|---|
| Base Salary | Not disclosed; Kahn is not a Named Executive Officer (NEO) in the Summary Compensation Table |
| Target Bonus % | Not disclosed |
| Actual Bonus Paid | Not disclosed |
| Employment Contract | The company states there are currently no employment contracts with executive officers |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Not disclosed for Kahn | — | — | — | — | — |
- Reference compensation framework: A performance-based plan exists specifically for CEO Winfield—20% of net investment gains above Prime+2%, calculated quarterly; no payouts in FY 2023 or FY 2024. No such program is disclosed for Kahn.
Equity Ownership & Alignment
| Item | Disclosure for Jolie G. Kahn |
|---|---|
| Beneficial Ownership (shares/%) | Not disclosed; security ownership table lists directors and NEOs, and does not include Kahn |
| Vested vs Unvested Shares | Not disclosed |
| Options (Exercisable/Unexercisable) | Not disclosed; outstanding options table covers NEOs (Winfield, Gonzalez) only |
| Pledged Shares | Not disclosed |
| Ownership Guidelines | Not disclosed |
| Hedging/Pledging Policy | Not specifically disclosed; company maintains clawback policy compliant with Nasdaq Rule 5608 and SEC Rule 10D‑1 |
Employment Terms
- Start date/years in role: Not disclosed; Kahn is listed as Secretary in FY 2024 and FY 2025 filings.
- Contract term/expiration/auto-renewal: No employment contracts with executive officers; no specific term disclosed.
- Non-compete/Non-solicit/Garden leave: Not disclosed.
- Severance & Change-of-Control: Under the 2010 Omnibus Employee Incentive Plan, option awards may accelerate upon change-in-control; plan authorizes various equity awards, though none are disclosed for Kahn.
- Clawback: Company adopted a clawback policy effective December 1, 2023 (Nasdaq Rule 5608, SEC Rule 10D‑1).
Board Governance (context for compensation oversight)
- Compensation Committee: Independent members (Murphy, Nance, Love); chaired by Nance; no external compensation consultants used; oversees equity/performance plans.
- Audit Committee: Independent; chaired by Nance; financial expert designation for Nance and Love; four meetings in FY 2024.
- Nominating Committee: Two independent directors; no formal shareholder nomination policy due to control dynamics.
Say‑on‑Pay & Shareholder Feedback (context)
| Proposal | For | Against | Abstain | Broker Non‑Votes |
|---|---|---|---|---|
| 2024 Say‑on‑Pay (NEO comp) | 1,597,015 | 6,755 | 5,124 | 137,537 |
Performance & Track Record (Company-level signals relevant to Kahn’s governance role)
| Metric (USD) | FY 2024 | FY 2025 |
|---|---|---|
| Revenues | $58,140,000 | $64,378,000 |
| EBITDA | $7,774,000* | $14,267,000* |
| Net Income (IS) | $(9,797,000)* | $(5,348,000)* |
| Cash from Operations | $6,813,000 | $5,893,000 |
Values marked with * retrieved from S&P Global.
- Pay‑versus‑performance disclosure includes a TSR tracker; company reported values for an initial fixed $100 investment of $0.17 in 2023 and $0.40 in 2024.
Expertise & Qualifications
- Corporate Secretary and attorney role confirmed in company rosters; age 60; executive officer listing.
- CPA and Esq credentials referenced in external executive profiles; documented history of securities-law opinions in SEC filings (legal exhibits).
Risk Indicators & Red Flags
- Legal proceedings: Company discloses no involvement of directors/executive officers requiring disclosure.
- Section 16 compliance: Company reported timely filings; no untimely Form 4s noted for fiscal 2024.
- Clawback policy: Adopted and prohibits indemnification/insurance for recovery; signals compliance-focused governance.
- Related-party transactions: Concentrated around CEO’s investment activities; not specific to Kahn.
Compensation Committee Analysis (management confidence signals)
- No compensation consultants; internal benchmarking approach may limit pay inflation risks; committee oversees sole incentive plan (2010 Plan).
- Change‑in‑control acceleration exists in plan design for options; recent option modifications/extensions applied to CEO; no evidence of award repricing for Kahn.
- Clawback regime in place; enhances accountability for incentive-based compensation.
Investment Implications
- Alignment: Kahn’s role centers on governance, disclosure, and legal rigor; absence of disclosed equity awards or ownership reduces direct “skin-in-the‑game” signals but reinforces compliance infrastructure via secretary function and clawback governance.
- Retention/contract risk: No executive employment contracts are disclosed; retention signals for non‑NEOs are limited in filings.
- Trading signals: Lack of disclosed equity awards and insider activity for Kahn implies minimal direct insider selling pressure; focus attention on broader governance developments, say‑on‑pay outcomes, and CEO‑linked performance compensation mechanics.
- Execution/track record context: Company-level revenue and EBITDA improved FY 2024 to FY 2025, while net losses narrowed; governance continuity (secretary role, timely SEC submissions) supports stable process control even amid financial recovery.