Richard Bloxam
About Richard Bloxam
Richard Bloxam, 53, is Chief Executive Officer of Capital Markets Services at JLL, a role he has held since 2017; he previously led Capital Markets for JLL EMEA for six years and now also oversees Investment Management Services and Research . JLL’s 2024 performance provides context for pay-for-performance alignment: Revenue rose 13% to $23.4B, Adjusted EBITDA increased 28% to $1.186B, and net income rose 149% to $546.8M, supporting higher incentive payouts vs. 2023 . JLL’s compensation “Compensation Actually Paid” (CAP) and TSR analysis shows CEO/NEO CAP trending directionally with TSR, net income, and Adjusted EBITDA, reinforcing linkage between incentives and shareholder returns .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| JLL | CEO, Capital Markets Services | Since 2017 | Leads global capital markets; increased technology adoption; automation; service quality . |
| JLL EMEA | Head of Capital Markets (EMEA) | 6 years prior to CEO role | Built EMEA platform; client engagement; execution across geographies . |
External Roles
- None disclosed for Bloxam in the proxy statements .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary (USD) | $504,353 | $616,092 |
| AIP Target Bonus (USD) | — | $1,880,000 |
| AIP Actual Bonus (USD) | — | $2,643,280 (140.6% funding × 100% Leadership Multiplier) |
Notes:
- Base salary delivered in local currency (GBP) and converted to USD by JLL; 2024 reflects both adjustment and FX .
- Leadership Multiplier for Bloxam: 100% .
Performance Compensation
Annual Incentive Plan (AIP) – 2024
| Metric | Weight | Threshold (Payout) | Target (Payout) | Maximum (Payout) | Actual | Payout |
|---|---|---|---|---|---|---|
| AIP Adjusted EBITDA | 50% | 50% | 100% | 200% | $1,186.3M (115% of target) | 151% |
| AIP Adjusted EBITDA Margin | 25% | 50% | 100% | 200% | 14.72% (111% of target) | 136% |
| Strategic Factors (Ops efficiency, cross-selling, tech) | 25% | 50% | 100% | 200% | Above target | 125% |
- AIP plan design changes (2024): Excludes equity investment impacts; raises max payout to 200% .
Long-Term Incentive Plan (LTIP) – 2024 Grants
| Component | Weight | Grant Date | Units Granted | Target Grant Value (USD) |
|---|---|---|---|---|
| PSUs – Adjusted EPS | 75% of PSUs | 4/5/2024 | 2,917 target units (EPS tranche) | Part of total PSUs/RSUs target $3,666,000 |
| PSUs – FCF Conversion Ratio | 25% of PSUs | 4/5/2024 | 2,918 target units (FCF tranche) | Part of total PSUs/RSUs target $3,666,000 |
| RSUs (3-year cliff) | 40% of LTIP | 4/5/2024 | 7,780 | Part of total PSUs/RSUs target $3,666,000 |
- Relative TSR modifier: ±20% to PSU outcomes if TSR is an outlier; no positive if TSR negative; overall max 200% .
- 2024 Adjusted EPS performance: $14.01 vs target $11.70 → 165.8% payout (annual component within 2024-2026 cycle) .
- 2022–2024 PSU results: Aggregate payout 19.2%; Bloxam 1,511 shares vested 3/31/2025 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 41,427 shares; includes 5,440 held by spouse (shared voting/investment power) . |
| % of Shares Outstanding | <0.1% (47,513,451 shares outstanding as of 3/31/2025; contextual ratio) . |
| Unvested RSUs at 12/31/2024 | 18,966 units; market value $4,801,053 (at $253.14) . |
| Unearned PSUs at 12/31/2024 | 40,994 units; market value $10,377,095 (at $253.14; assumes max performance per table) . |
| Vesting Schedule (Upcoming) | RSUs vest: Feb 15, 2025 (3,878), Mar 31, 2025 (1,511), Feb 15, 2026 (5,797), Feb 15, 2027 (7,780) . PSUs vest Mar 31, 2026 (17,654), Mar 31, 2027 (23,340) . |
| Ownership Guidelines | CEO: 6x salary; Other NEOs: lesser of 4x salary or 1x annual LTIP target; 75% retention of net shares until compliance; 50% hold for 2 years post-vesting; all NEOs meet/exceed guidelines as of 3/31/2025 . |
| Hedging/Pledging | Prohibited (short sales, derivatives, pledging, margin accounts); pre-clearance required; blackout periods apply . |
| Clawback Policy | Updated 9/7/2023; mandatory recoupment of erroneously awarded incentive-based compensation upon material restatement (no-fault) . |
Employment Terms
| Provision | Terms |
|---|---|
| Severance Plan (Involuntary, no cause) | Minimum 12 months base salary + 1x target AIP; up to 15 months base pay based on tenure; pro-rated AIP eligibility if terminated after June 30; no tax gross-ups . |
| Change-in-Control (Double Trigger) | 1.5x base pay + 1.5x target AIP + pro-rata target AIP; accelerated vesting of all outstanding stock awards (target for performance awards); no tax gross-ups; 24-month protection post-CIC . |
| Bloxam CIC Illustrative Economics | Cash severance ~$6,619,363; accelerated restricted stock ~$12,344,878; plus outplacement $25,000 (assumes $253.14 share price on 12/31/2024) . |
| Retirement Treatment | RSUs/PSUs continue to vest (subject to restrictive covenants); “Retirement” definition governed by plan tiers and age-service criteria . |
Performance Compensation Details (Design and Peer Context)
- AIP/LTIP structural updates in 2024 increase maximum payouts to 200% and better align metrics (Adjusted EBITDA/Margin, Adjusted EPS, FCF Conversion) to executive impact, excluding non-cash equity investment volatility, adding a TSR-based modifier .
- Compensation peer group includes diversified business services and financials (e.g., Aon, CBRE, Cognizant, Marsh & McLennan, Prologis, T. Rowe Price, Willis Towers Watson), unchanged from 2023 .
- Say-on-pay approval: ~90% support in 2024, reflecting shareholder endorsement of program structure .
Equity Plan Supply and Dilution
- Fourth Amended and Restated 2019 Plan proposes +389,000 shares; post-approval share reserve 1,965,015 (estimated sufficient through 2026) .
- Overhang ~5.46% on April 1, 2025; would be ~6.2% with requested shares; 3-year average run rate ~1.45% .
Investment Implications
- Pay-for-performance alignment is robust: 2024 enterprise outperformance translated into elevated AIP funding and a strong EPS component payout within the LTIP PSUs (165.8% for 2024), while multi-year PSU results (2022–2024) were modest (19.2%), tempering realized equity .
- Upcoming vesting cadence (RSUs and PSUs through 2027) and meaningful unvested balances ($15.2M combined RSU/PSU value at 12/31/2024) could create episodic supply; blackout and pre-clear policies reduce near-term selling pressure risks .
- Retention risk appears contained: enhanced 2024 salary, strong AIP outcome, significant unvested equity, and double-trigger CIC protections (1.5x salary and bonus) maintain executive alignment and stability .
- Governance safeguards (clawbacks, anti-pledging, ownership guidelines) and positive say-on-pay (~90%) support investor confidence in compensation discipline, while planned equity plan share top-up implies moderate dilution but sustained alignment capacity through 2026 .
Appendix: Key Quantitative Tables
2024 AIP Outcome for Bloxam
| Item | Value |
|---|---|
| AIP Target | $1,880,000 |
| Funding (Financial + Strategic) | 140.6% |
| Leadership Multiplier | 100% |
| Final AIP Cash | $2,643,280 |
2024 LTIP Grants for Bloxam
| Grant | Units | Grant Value |
|---|---|---|
| PSUs (EPS tranche) | 2,917 target | Included in $3,666,000 total LTIP target |
| PSUs (FCF tranche) | 2,918 target | Included in $3,666,000 total LTIP target |
| RSUs | 7,780 | Included in $3,666,000 total LTIP target |
Equity Outstanding at 12/31/2024
| Metric | Amount |
|---|---|
| Unvested RSUs | 18,966 units; $4,801,053 market value |
| Unearned PSUs | 40,994 units; $10,377,095 market value |
Upcoming Vesting Milestones (RSUs & PSUs)
| Date | RSUs | PSUs |
|---|---|---|
| Feb 15, 2025 | 3,878 | — |
| Mar 31, 2025 | 1,511 (2022–2024 PSU payout) | — |
| Feb 15, 2026 | 5,797 | — |
| Mar 31, 2026 | — | 17,654 |
| Feb 15, 2027 | 7,780 | — |
| Mar 31, 2027 | — | 23,340 |
Beneficial Ownership
| Holder | Shares | Notes |
|---|---|---|
| Richard Bloxam | 41,427 | Includes 5,440 held by spouse |
| JLL Outstanding Shares | 47,513,451 | As of 3/31/2025 |
JLL Performance (2024)
| Metric | Value |
|---|---|
| Revenue | $23.4B (↑13% YoY) |
| Adjusted EBITDA | $1.186B (↑28% YoY) |
| Net Income (Common) | $546.8M (↑149% YoY) |
Sources
- JLL 2025 DEF 14A: Executive Officers, AIP/LTIP design and outcomes, grants, severance/CIC tables, security ownership, equity plan supply/dilution .
- JLL 2024 DEF 14A: Governance policies (hedging/pledging), prior-year program structure, say-on-pay context .