Jeffrey Waldvogel
About Jeffrey Waldvogel
Jeffrey K. Waldvogel is Chief Financial Officer, Treasurer and Secretary of KBS Real Estate Investment Trust III, Inc. (KBSR), roles he has held since June 2015 (CFO) and July 2018 (Treasurer and Secretary). He is 47 years old as of April 1, 2025, and is also CFO of the external advisor (KBS Capital Advisors) and CFO of KBS Realty Advisors, bringing deep REIT finance, reporting, and technical accounting expertise to the platform. He holds a Master of Accountancy and B.S. from Brigham Young University and is a California CPA; earlier he was an audit senior manager at Ernst & Young (2002–2010). He signs the company’s SOX 302/906 certifications as principal financial officer, evidencing responsibility for controls and financial reporting. KBSR does not directly compensate executive officers; they are compensated by the external advisor, with a company-funded, event-triggered retention program allocating $725,000 to Mr. Waldvogel.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| KBS REIT III (KBSR) | Chief Financial Officer | Since Jun 2015 | Principal financial officer responsible for reporting/controls; SOX certifications filed. |
| KBS REIT III (KBSR) | Treasurer & Secretary | Since Jul 2018 | Corporate officer and company secretary, signatory on filings and proxy processes. |
| KBS REIT II | CFO; Treasurer; Secretary | CFO since Jun 2015; T&S since Aug 2018; until liquidation May 2023 | Led finance through wind-down and liquidation. |
| KBS Growth & Income REIT | CFO; Treasurer; Secretary | CFO since Jun 2015; T&S since Apr 2017; until liquidation Aug 2024 | Finance leadership through strategic alternatives and liquidation. |
| Pacific Oak Strategic Opportunity REIT I & II | CFO; Treasurer; Secretary | Jun 2015 – Nov 2019 | Oversaw finance during transition period. |
| KBS REIT I; KBS Legacy Partners Apartment REIT | Chief Financial Officer | Jun 2015 – Dec 2018 | Finance leadership through liquidations in 2018. |
| KBS affiliates (Advisor) | Director of Finance & Reporting | Jul 2012 – Jun 2015 | Oversaw internal/external reporting, valuation, REIT and debt compliance. |
| KBS affiliates (Advisor) | VP Controller, Technical Accounting | Nov 2010 – Jul 2012 | Technical accounting leadership. |
| Ernst & Young LLP | Audit Senior Manager | Oct 2002 – Oct 2010 | Audits with focus on real estate clients. |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| KBS Capital Advisors (External Advisor to KBSR) | Chief Financial Officer | Since Jun 2015 | Oversees advisor finance; executives are compensated by advisor, not KBSR. |
| KBS Realty Advisors | Chief Financial Officer | Since Jan 2022 | Broader platform finance oversight supporting KBS-sponsored vehicles. |
Fixed Compensation
| Component | FY 2024 Amount | Notes |
|---|---|---|
| Cash salary/bonus paid by KBSR | $0 | KBSR has no paid employees; executive officers receive no direct compensation from KBSR and are compensated by the external advisor. |
| Director fees from KBSR | N/A | He is not a director; directors who are executive officers of the advisor receive no director compensation. |
Performance Compensation
| Incentive Type | Metric/Trigger | Award/Value | Vesting/Payment Conditions | Status/Timing |
|---|---|---|---|---|
| Advisor Employee Retention Program (Bonus Retention Fund) allocation to J. Waldvogel | Event-driven: KBSR liquidation/dissolution; a transaction where KBSR is not the survivor and advisor no longer serves; sale of substantially all assets; non-renewal/termination of advisory agreement without cause; or termination of the employee without cause | $725,000 | Paid by advisor to the employee only upon one of the specified events; payments reimbursed from KBSR’s Bonus Retention Fund (funded by a portion of asset management fees); if not fully paid out, residual becomes additional Deferred Asset Management Fees per advisory agreement. | Fund fully funded at $8.5 million in Dec 2023; no payments made to advisor from the fund as of Feb 28, 2025 and Sept 30, 2025. |
- Funding mechanics and deferrals: Beginning Oct 1, 2022, KBSR deposited the non-cash portion of asset management fees into the Bonus Retention Fund; the fund reached $8.5 million of restricted cash in Dec 2023; as of Sept 30, 2025, accrued asset management fees totaled $19.4 million, including $8.5 million of restricted cash in the Bonus Retention Fund, and no reimbursements had been made.
- Additional fee subordination affecting timing: Portions of asset management fees tied to specified properties are subordinated/partially deferred under loan and advisory amendments (e.g., 10% deferral for certain assets; further deferral during restricted payment events), which can influence the timing of advisor cash flows but does not change the event triggers for retention payouts.
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (KBSR common) | Listed as “—” (no shares) for Jeffrey K. Waldvogel as of Apr 25, 2025. |
| Company equity plan availability | No equity compensation plan or individual arrangements authorizing issuance of KBSR equity to executive officers or directors as of Dec 31, 2024. |
| Pledging/Hedging policies | Proxy states no hedging policy for officers and directors at this time; stock ownership table notes none of the listed shares are pledged. |
| Ownership guidelines | Not disclosed; KBSR does not issue equity to executives and has no equity plan as of FY 2024. |
Employment Terms
| Term | Disclosure |
|---|---|
| Employment status | KBSR has no paid employees; executive officers (including Mr. Waldvogel) are officers/employees of the advisor and are compensated by advisor or its affiliates. |
| Service at KBSR | CFO since June 2015; Treasurer & Secretary since July 2018; signs SOX 302/906 certifications. |
| Advisory agreement (termination) | Either party (through conflicts committee for KBSR) may terminate without cause on 60 days’ notice, or immediately for cause/bankruptcy; upon termination without cause (and no successor advisor majority-owned by current advisor), residual Bonus Retention Fund becomes additional Deferred Asset Management Fees; if terminated for cause, residual is forfeited. |
| Deferred Asset Management Fees (advisor economics) | Unpaid Deferred Asset Management Fees become immediately due upon: listing; liquidation; sale of substantially all assets; or a transaction where KBSR is not survivor and advisor no longer serves. |
| Insider trading/ethics | Code of Conduct and insider trading policies apply; copy filed with 10-K; no hedging policy for officers/directors at this time. |
| Non-compete, non-solicit, severance multiples, clawback | Not disclosed in KBSR filings with respect to Mr. Waldvogel individually. |
Performance & Track Record
- Multi-REIT finance leadership: Served as CFO across KBS-sponsored REITs (KBSR, KBS REIT II, KBS Growth & Income REIT, KBS REIT I, KBS Legacy Partners Apartment REIT) through complex strategic alternatives and liquidations (2018, 2023, 2024).
- Reporting and controls: Principal financial officer signing SOX certifications for KBSR (Q3 2025), indicating responsibility for disclosure controls and ICFR.
- Prior experience: Eight years at Ernst & Young with focus on real estate audits, plus a decade-plus of advisor-side technical accounting, reporting, valuation, and compliance leadership.
Governance/Committees (context)
- Board/committee structure and oversight of advisor: The Conflicts Committee (independent directors) supervises and evaluates advisor performance and discharges the board’s responsibilities relating to executive compensation; it reviews related-party transactions and expenses; KBSR board held 20 meetings in 2024.
Investment Implications
- Alignment: Mr. Waldvogel has no reported direct KBSR equity and KBSR has no executive equity plan, limiting direct stock-based alignment; there is also no hedging policy for officers/directors. This reduces traditional pay-for-performance linkages but avoids selling pressure from equity grants.
- Retention and event incentives: A $725,000 advisor retention award for Mr. Waldvogel is payable only upon major strategic outcomes (liquidation, sale of substantially all assets, certain M&A, advisory non-renewal without cause, or termination without cause), aligning incentives with completion of these events; as of late Q3 2025 no payouts from the fund had occurred.
- Cash flow constraints and advisor fee dynamics: Subordination/deferral of portions of asset management fees under credit and advisory amendments can delay advisor cash receipts, potentially reinforcing reliance on event-driven payouts; these fee mechanics are overseen by the Conflicts Committee.
- Governance risk flags: Absence of a hedging policy and reliance on related-party advisory structures warrant close monitoring of Conflicts Committee oversight, but stock ownership table indicates no pledged shares and no executive equity issuance.
Overall, for traders and PMs: compensation upside for Mr. Waldvogel is tied to decisive portfolio-level events rather than quarterly KPIs, implying incentives that are more “transaction/outcome-driven” than “operational metric-driven” at KBSR; with no direct equity and no company equity plan, insider selling pressure from vesting/grants is not a current factor.