Alan K. Tse
JONES LANG LASALLEAbout Alan K. Tse
Alan K. Tse, 53, is JLL’s Global Chief Legal Officer and Corporate Secretary, serving since 2018, with responsibility for Compliance, Internal Audit, and Risk; prior roles include Senior Vice President, General Counsel and Corporate Secretary at Petco (2016–2018) and Executive Vice President, General Counsel and Corporate Secretary at Churchill Downs Incorporated (2011–2016) . Context on company performance during his tenure: 2024 revenue was $23.4B (+13% YoY), adjusted EBITDA $1.2B (+28% YoY), and net income to common $546.8M (+149% YoY) ; the 2022–2024 PSU cycle paid out 19.2% of target driven by GAAP diluted EPS below threshold and relative TSR at the 38th percentile . JLL’s stock closed at $247.91 on March 31, 2025, as used for director ownership valuation .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Petco Animal Supplies, Inc. | Senior Vice President, General Counsel & Corporate Secretary | 2016–2018 | Led legal and corporate secretary functions for national retailer . |
| Churchill Downs Incorporated | Executive Vice President, General Counsel & Corporate Secretary | 2011–2016 | Oversaw corporate legal and governance at a public gaming/entertainment company . |
External Roles
None disclosed in the 2025 proxy for Alan K. Tse .
Fixed Compensation
Not disclosed for Alan K. Tse in the 2025 proxy; JLL’s detailed compensation tables are provided for Named Executive Officers (NEOs) only .
Performance Compensation
While Alan Tse’s specific incentives are not disclosed, JLL’s incentive architecture (applies to GEB/NEOs; broader executive participation in equity plans is indicated) emphasizes pay-for-performance:
- Annual Incentive Plan (AIP) metrics and weighting: Adjusted EBITDA (50%), Adjusted EBITDA Margin (25%), and Strategic Factors (25%). 2024 actuals produced a 140.6% funding before leadership multipliers, with AIP Adjusted EBITDA at $1,186.3M (115% of target) and Margin at 14.72% (111% of target) .
- Long-Term Incentive Plan (LTIP) for GEB: 60% PSUs and 40% RSUs, with PSU performance measured on annual Adjusted EPS (75% weight averaged over three years) and 3‑year Free Cash Flow Conversion (25%), modified ±20% by 3‑year relative TSR if TSR is not negative; max payout capped at 200% .
- 2024 Adjusted EPS performance: $14.01 vs target $11.70 → 165.8% annual PSU payout for the EPS component .
- 2022–2024 PSU results: Aggregate payout of 19.2% of target driven by GAAP diluted EPS below threshold and relative TSR at 38th percentile .
JLL 2024 AIP Metrics and Results
| Metric | Weight | Threshold | Target | Maximum | Actual | Payout Basis |
|---|---|---|---|---|---|---|
| AIP Adjusted EBITDA | 50% | Not disclosed | Not disclosed | Not disclosed | $1,186.3M (115% of target) | 151% |
| AIP Adjusted EBITDA Margin | 25% | Not disclosed | Not disclosed | Not disclosed | 14.72% (111% of target) | 136% |
| Strategic Factors | 25% | Qualitative | Qualitative | Qualitative | Above target performance | 125% |
| Total Weighted Funding | — | — | — | — | — | 140.6% |
GEB PSU Design Highlights (context for executive incentives)
| Performance Measure | Assessment Window | Rationale | Payout Curve |
|---|---|---|---|
| Adjusted EPS (annual targets within 3-year cycle; 75% weight) | Each year; averaged at cycle end | Addresses industry cyclicality and macro effects | 50% at 70% of target, 100% at target, 200% at 130% of target; linear interpolation |
| Free Cash Flow Conversion (3-year; 25% weight) | Cumulative over 3 years | Measures operational efficiency | Same curve as above |
| Relative TSR modifier (S&P 500) | 3-year | Aligns payouts with shareholder returns; no positive modifier if absolute TSR negative | 80% below 25th percentile; 120% above 75th percentile |
Equity Ownership & Alignment
| Topic | Details |
|---|---|
| Insider trading controls | Directors, GEB, selected senior leaders, and immediate family must pre-clear trades with the Chief Legal Officer; blackout periods apply except under approved Rule 10b5‑1 plans . |
| Hedging/pledging | Prohibits short sales, derivatives of JLL stock, pledging as collateral, and margin accounts; hedging/monetization transactions strongly discouraged and require pre-clearance justification . |
| Stock ownership guidelines | JLL maintains stock ownership guidelines for Directors and executives broadly ; specific quantitative guidelines are disclosed for GEB (CEO: 6x salary; other NEOs: lesser of 1x annual LTIP grant or 4x salary; retention requirements apply) . |
| Beneficial ownership | The proxy discloses ownership for Directors and NEOs; Alan Tse (Section 16 executive officer) is listed but no specific share count is provided in the table for him . |
Employment Terms
| Provision | Key Terms |
|---|---|
| Severance Pay Plan (U.S. full-time incl. executive officers) | Base severance equals one-half month of base pay; “enhanced severance” provides a multiple of base pay determined by position/tenure, health insurance reimbursement, and outplacement, up to a maximum of 15 months base pay. If terminated after June 30 and before AIP pays, eligibility includes a pro-rated annual incentive at target for the year of termination . |
| GEB-specific severance minimum (context) | For GEB members (NEOs), minimum 12 months of base salary plus target annual incentive upon involuntary termination without cause; max remains 15 months (excluding AIP pro‑rata) if tenure warrants . |
| Change-in-control (CiC) agreements (GEB only) | If terminated without cause or for good reason within 24 months post‑CiC: lump sum of base pay × multiplier (3.0 CEO; 1.5 others), target bonus × multiplier (3.0 CEO; 1.5 others), pro‑rata target bonus, and accelerated vesting of outstanding stock awards (subject to plan terms). No tax gross‑ups; cutback framework applied to avoid excise tax where beneficial . |
| Clawback policy | Adopted Sept 7, 2023; applies to NEOs, other GEB members, and any current/former “executive officer” under Rule 10D‑1. Requires recoupment of erroneously awarded incentive-based compensation in the event of a restatement, regardless of fault; remedies include cash recoupment or share forfeiture . |
Performance & Track Record
| Metric/Context | Data |
|---|---|
| 2024 company performance | Revenue: $23.4B (+13% YoY), Adjusted EBITDA: $1.2B (+28% YoY), Net income to common: $546.8M (+149% YoY) . |
| 2022–2024 PSU payout | Aggregate payout: 19.2% (GAAP diluted EPS below threshold; relative TSR 38th percentile) . |
| Say‑on‑pay support | 2024 say‑on‑pay received ~90% approval . |
Risk Indicators & Red Flags
- Insider trading policy prohibits pledging and derivatives; hedging discouraged and tightly controlled .
- Clawback policy in place for executive officers under SEC Rule 10D‑1 .
- No related‑party transactions involving executive officers reported since Jan 1, 2024; Section 16 reporting compliance noted .
- JLL avoids excise tax gross‑ups on change‑in‑control; perquisites to NEOs “not of any significance” .
Compensation Peer Group (Benchmarking context)
JLL benchmarks executive compensation against a mixed services/real estate peer set (e.g., AECOM, Aon, CBRE, Cushman & Wakefield, Jacobs, Marsh & McLennan, Prologis, Willis Towers Watson, etc.), reviewed annually and used for both executive and director compensation comparisons .
Company Incentive Structure (Alignment levers)
- Heavy weighting toward long-term equity (PSUs/RSUs) to align with shareholder value; CEO target mix 74% LTIP, 19% AIP; other NEOs average 53% LTIP, 35% AIP .
- Double‑trigger CiC protection and strict governance on equity award vesting/forfeiture across exit scenarios; option grants are not a current practice for NEOs (none outstanding) .
Investment Implications
- Compensation alignment and retention: As a Section 16 executive officer but not a Named Executive Officer/GEB member, Alan Tse’s specific pay/vesting terms are not disclosed; however, he benefits from the U.S. Severance Pay Plan for executive officers with capped severance and potential prorated AIP at termination, supporting retention without outsized guarantees . The clawback policy and anti‑pledging/hedging rules strengthen alignment and reduce governance risk .
- Selling pressure and trading signals: Trading by executives must be pre‑cleared and is subject to blackout periods; hedging/pledging bans materially reduce near‑term selling pressure mechanics, though Rule 10b5‑1 plans are permitted if approved . Monitoring Form 4 filings would be required to assess actual selling activity; not disclosed in the proxy.
- Performance execution risk: The low 19.2% PSU payout for 2022–2024 highlights cyclicality and macro sensitivity (EPS below threshold; TSR below median), but 2024 operational results recovered strongly across revenue, EBITDA, and net income, indicating progress on efficiency and margin programs embedded in AIP/LTIP metrics .
- Governance quality: No related‑party transactions and strong say‑on‑pay support (~90%) lessen governance overhang; compensation peer benchmarking and independent consultant oversight further mitigate pay inflation risk .