
Christian Ulbrich
About Christian Ulbrich
Christian Ulbrich is Chief Executive Officer and President of JLL, serving as CEO since October 2016 and a director since 2016 (nine years of tenure) . Age 58, Ulbrich’s background spans banking (CEO of Bank Companie Nord and leader of Warburg Bank’s real estate group HIH) and over two decades at JLL, including seven years as EMEA CEO before becoming global CEO . Under his leadership, JLL delivered 2024 revenue of $23.4 billion (+13% YoY), adjusted EBITDA of $1.186 billion (+28%), and net income of $546.8 million (+149%) . Pay-versus-performance data show cumulative TSR of $145.41 for a $100 investment since 2019 versus a peer group at $194.42; 2024 adjusted EPS was $14.01 and AIP Adjusted EBITDA $1,186 million .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| JLL | CEO & President | 2016–present | Led global transformation including technology (JLL Technologies/JLL Spark), capital allocation discipline, and multi-year margin programs; oversaw $2B HFF acquisition . |
| JLL (EMEA) | CEO, EMEA | 2009–2016 | Managed integrated business across geographies; strengthened client relationships and execution in a multicultural environment . |
| Bank Companie Nord | CEO | Pre-JLL | Banking leadership experience; strengthened finance acumen applied to RE services . |
| Warburg Bank’s HIH | Leader, real estate group | Pre-JLL | Built real estate finance expertise; informed risk and capital markets oversight . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Vonovia SE | Supervisory Board member; Strategy, Finance & Sustainability Committee | 2014–2024 | Added governance perspective from Europe’s largest residential RE company; contributed to strategy and sustainability oversight . |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $889,121 | $1,032,158 | $1,000,000 |
Notes: 2023→2024 CEO base salary movement reflects currency rate differences, not local-currency changes .
Performance Compensation
| Component | Structure | Targets | Actual/Payout | Notes |
|---|---|---|---|---|
| 2024 AIP (Annual Cash) | 50% AIP Adjusted EBITDA; 25% AIP Adjusted EBITDA Margin; 25% Strategic Factors | Threshold 50%, Target 100%, Max 200% payout | AIP Adjusted EBITDA: $1,186.3M (115% of target) → 151%; Margin: 14.72% (111%) → 136%; Strategic Factors achieved above target → 125%; weighted funding 140.6%; CEO Leadership Multiplier 110% → Final cash AIP award $4,639,800 from $3,000,000 target . | Strategic objectives: operational efficiencies, cross-selling, technology transformation . |
| 2024 GEB LTIP – PSUs (60%) | Metrics: Adjusted EPS (75% weight, annual targets within 3-year cycle); Free Cash Flow Conversion Ratio (25%, 3-year); Relative TSR ±20% modifier (no positive mod if TSR is negative) | Threshold 50%, Target 100%, Max 200% | Adjusted EPS goals set annually; 2024 actual Adjusted EPS $14.01 → 165.8% payout for 2024 EPS tranche (overall three-year average determined at end of cycle) . | PSU payout cap inclusive of TSR modifier is 200% . |
| 2024 GEB LTIP – RSUs (40%) | Time-based RSUs; cliff vest at 3 years | — | Vests in 2027 for 2024 grants . | RSUs settled in common stock . |
2022–2024 PSU results (prior cycle): Aggregate payout 19.2% (GAAP diluted EPS below threshold; Relative TSR at 38th percentile yielded 76.8% on TSR component) → 5,458 shares vested for Ulbrich on March 31, 2025 .
Multi-Year CEO Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | $889,121 | $1,032,158 | $1,000,000 |
| Stock Awards ($) | $9,741,059 | $8,688,178 | $11,318,753 |
| Non-Equity Incentive Plan ($) | $1,375,440 | $2,286,000 | $4,639,800 |
| All Other Compensation ($) | $50,147 | $35,047 | $34,500 |
| Total ($) | $12,055,767 | $12,041,383 | $16,993,053 |
CEO pay ratio 2024: 303:1 (CEO $16,993,053 vs median employee ~$56,031) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (3/31/2025) | 144,685 shares; <1% of class; ≈0.30% of 47,513,451 shares outstanding . |
| Vested vs Unvested Breakdown (12/31/2024) | Unvested RSUs: 72,120; Unearned PSUs: 158,927 (reflects maximum unearned counts for 2023 and 2024 PSU cycles) . |
| Known Vesting Calendar (Unvested Units) | Feb 15, 2025: 14,004; Mar 31, 2025: 5,458; Feb 15, 2026: 20,932; Feb 15, 2027: 31,726 . |
| Ownership Guidelines | CEO must hold ≥6x base salary; retain 75% of shares until compliant; then hold 50% of shares for two years after vest/exercise; all NEOs meet/exceed as of 3/31/2025 . |
| Hedging/Pledging | Directors and employees prohibited from pledging, margin accounts, short sales, and strongly discouraged from hedging; pre-clearance and blackout periods apply . |
| Options Outstanding | None; NEOs had no stock options outstanding in 2024 . |
Potential selling pressure: Significant scheduled RSU vest in Feb 2027 (31,726 shares) plus PSU settlements March 2026 and March 2027 based on performance; policy requires post-vesting holding ratios which mitigate near-term disposal risk .
Employment Terms
| Provision | CEO Terms |
|---|---|
| Severance (non-CIC) | Severance Pay Plan: minimum 12 months base salary + target AIP for GEB; max 15 months base pay with pro-rated annual incentive eligibility if termination after June 30 . |
| Change-in-Control (CIC) | Double trigger (termination without cause or for good reason within 24 months after CIC): lump-sum 3.0x annual base pay and 3.0x target bonus plus pro-rata bonus; accelerated vesting of all outstanding equity awards . |
| Illustrative Values (12/31/2024) | Involuntary termination (no cause): Cash severance $7,038,462; outplacement $25,000; retirement scenario equity value $48,536,517. CIC + involuntary termination: Cash severance $15,115,385; equity $46,876,971; total $62,017,356 . |
| Clawback | Updated Sept 7, 2023: mandatory recoupment of erroneously awarded incentive-based compensation upon material accounting restatement, regardless of fault; plan equity subject to clawback under policy . |
| Tax Gross-ups | No excise tax gross-ups for severance or CIC benefits; benefits are reduced to avoid 280G excise unless better after-tax to the executive . |
| Retirement Treatment | RSUs/PSUs granted prior to Dec 2024 continue vesting upon qualified retirement per SAIP; agreements require signed restrictive covenants; newer awards allow prorated unvested vesting upon involuntary termination without cause (post-Dec 2024 grants) . |
| Perquisites | No personal perquisites of significance; 2024 “All Other Compensation” included 401(k)/pension match $27,675 and tax preparation services $6,825 for CEO . |
| Pension | No defined benefit plan for NEOs in 2024; 401(k) contributions per plan . |
Board Governance
- Board service: Director since 2016; not independent; no committee assignments .
- Board leadership: Separate non-executive Chairman (Siddharth Mehta, since July 2020); independent chair also sits on all committees .
- Independence: 12 of 13 nominees independent; Ulbrich not independent as CEO .
- Meetings: Board held seven meetings in 2024; each director attended ≥80% of meetings; board met in executive session eight times; Audit & Risk Committee met nine times; Compensation Committee seven times .
- Insider trading policy: Prohibits pledging/hedging and short sales; strict pre-clearance and blackout periods .
- Director compensation: CEO receives no additional compensation for board service .
Dual-role implications: JLL separates Chair and CEO roles, mitigating CEO-chair concentration risk; independent Chairman leads executive sessions including annual CEO evaluation, reducing independence concerns from the CEO’s board membership .
Director Compensation (context)
Non-employee director program emphasizes equity; annual cash retainer $115,000 and annual stock grant $200,000; additional retainers for committee chairs and chair of the board; CEO receives no director compensation .
Compensation Structure Analysis
- AIP changes (2024): Increased payout cap to 200%; replaced Free Cash Flow with Strategic Factors for annual plan; refined Adjusted EBITDA/Margin calculations to exclude equity investment impacts in Investment Management and JLL/T .
- LTIP PSU changes (2024): Adjusted EPS set annually within a three-year cycle; Free Cash Flow Conversion added as 3-year metric; Relative TSR acts as ±20% modifier (no positive mod if absolute TSR negative); maximum 200% payout inclusive of TSR modifier .
- Pay-for-performance: 2022–2024 PSU cycle paid 19.2% of target (EPS below threshold), evidencing rigor; 2024 AIP funded at 140.6% with Leadership Multiplier of 110% for CEO .
- Governance protections: Clawback policy; prohibition on repricing without shareholder approval; required minimum vesting periods; stock ownership guidelines .
Compensation Peer Group (benchmarking risk)
Peer group blends real estate and business services firms (e.g., CBRE, Cushman & Wakefield, Colliers, Aon, Marsh & McLennan, Prologis, Jacobs, CGI, Cognizant, FIS, Willis Towers Watson, etc.). Committee uses Exequity (independent consultant) for design and competitiveness; same peer groups inform director pay benchmarking .
Say-on-Pay & Shareholder Feedback
- 2024 Say-on-Pay support ~90% of votes cast; reflected positive investor sentiment .
- Engagement: ~400 investor interactions in 2024; Chairman held governance/compensation/sustainability meetings with holders representing ~40% of shares .
Performance & Track Record
| Measure | 2024 |
|---|---|
| Revenue ($B) | $23.4, +13% YoY |
| Adjusted EBITDA ($B) | $1.186, +28% YoY |
| Net Income ($MM) | $546.8, +149% YoY |
| Adjusted EPS ($) | $14.01 |
| Cumulative TSR since 2019 ($100→) | JLL: $145.41; Peer group: $194.42 |
Major achievements: Organizational re-segmentation effective 1/1/2025; enhanced AI/technology adoption; margin expansion initiatives; capital discipline noted in CD&A Leadership Multiplier rationale .
Related Party Transactions & Red Flags
- Item 404 related-party transactions: None since Jan 1, 2024 .
- No option repricing; pledging/hedging prohibited; clawback policy in force; no excise tax gross-ups .
- Audit oversight: Strong committee independence and cybersecurity subcommittee created in 2024 .
Equity Grants Detail (2024)
| Grant Type | # Units | Grant-Date Fair Value | Vesting |
|---|---|---|---|
| PSUs – Adjusted EPS (75% of PSU weight) | 35,691 | Included within total PSU value | 3-year cycle with annual target-setting; tranches contribute to average . |
| PSUs – FCF Conversion (25% of PSU weight) | 11,898 | Included within total PSU value | 3-year cumulative target . |
| Total PSUs | 47,589 | Part of $10,052,224 at target; $20,104,449 at max for PSUs (accounting distinctions apply) | Vests at end of performance period . |
| RSUs | 31,726 | $6,292,535 | Cliff vest after 3 years (2027) . |
Note: PSU and RSU values reflect ASC 718; accounting table shows only 2024-specified performance portions for PSUs; target vs max values disclosed separately .
Board Service History, Committees, Independence
- Director since 2016; Age 58; non-independent executive director; no committee assignments .
- Board structure separates CEO and Chairman; independent Chair presides over executive sessions and leads CEO evaluation .
- Board attendance: Each director ≥80%; executive sessions occurred eight times in 2024; robust committee activity .
- Independence and governance: Majority independent directors; strong policies (proxy access, majority voting, clawback, ownership guidelines) .
Investment Implications
- Alignment: High equity mix (LTIP PSUs/RSUs), ownership guidelines (≥6x salary), and strict anti-hedging/pledging policies align CEO incentives with long-term TSR and cash generation; 2024 LTIP design ties payouts to Adjusted EPS and FCF conversion, with TSR as a modifier, reinforcing capital discipline and shareholder value focus .
- Retention/Supply Overhang: Meaningful scheduled RSU vest in 2027 (31.7K shares) and PSU settlements in 2026–2027 can create episodic supply, but required post-vesting holdings mitigate near-term sell pressure; absence of options reduces repricing risk .
- Change-in-Control Economics: Double-trigger CIC with 3x base+bonus for CEO and full acceleration of equity creates potential event-driven payout (> $62M illustrative), which could be relevant in takeover scenarios; no tax gross-ups adds discipline .
- Pay-for-Performance Signal: Low payout on 2022–2024 PSUs (19.2%) demonstrates plan rigor; 2024 AIP outperformance (140.6%) reflects execution on profitability and efficiency initiatives—watch for sustainability of Adjusted EPS growth amid interest rate cycles impacting transactions .
- Governance Quality: Separate Chair/CEO, strong board independence and policies, and robust shareholder engagement (with ~90% say-on-pay) reduce governance discount risk; cybersecurity oversight enhancements are a positive risk-management signal .