Robert Perelman
About Robert Perelman
Robert Perelman (age 62) is Ladder Capital’s co-founder and Head of Asset Management, serving in this role since Ladder’s formation in October 2008. He has 36+ years of commercial real estate finance experience and holds a B.S. in Telecommunications Management (Syracuse University) and a J.D. (Fordham University School of Law) . Ladder’s 2024 performance included distributable EPS of $1.21, distributable earnings of $153.9 million, and after-tax distributable ROAE of 9.9%; the company cites top-tier TSR vs business comparables and best-in-class book value stability and dividend coverage (132%) . Pre-tax distributable ROAE reached 10.1% for 2024, relevant to Perelman’s performance-vesting stock awards .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| UBS Securities LLC | Director and Head of Asset Management | Jun 2007–Oct 2007; Apr–Jun 2006 | Led asset management for global CRE investments during reintegration around DRCM launch . |
| Deutsche Bank’s DRCM | Director and Head of Asset Management | Jun 2006–Jun 2007 | Managed team responsible for portfolio management of global real estate investments . |
| Hudson Realty Capital LLC | Managing Director and Partner | Jun 2003–Mar 2006 | Originations, real estate investments, asset management for private equity CRE fund . |
| Credit Suisse | Director | Feb 1998–May 2003 | Structured and closed diverse real estate investments in U.S. and Asia . |
| Brown Raysman; Hahn & Hessen; Kaye Scholer | Real estate and finance attorney | 1988–1998 | Legal execution for real estate and finance mandates across multiple firms . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public-company board roles disclosed in Perelman’s biography sections of recent proxies . |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | 300,000 | 300,000 | 300,000 |
| Actual Cash Bonus ($) | 855,500 | 1,062,000 | 1,105,300 |
| All Other Compensation ($) | 1,506 | 1,857 | 63,779 |
| Total ($) | 1,754,082 | 2,112,354 | 2,315,949 |
Performance Compensation
| Annual Stock Awards (granted subsequent to performance year) | 2023 Awards (for 2022 perf.) | 2024 Awards (for 2023 perf.) | 2025 Awards (for 2024 perf.) |
|---|---|---|---|
| Grant Date Fair Value ($) | 597,076 | 748,497 | 846,870 |
| Shares Granted (#) | 51,561 | 69,953 | 72,506 |
| Immediate Vesting at Grant | 50% due to retirement eligibility | 50% due to retirement eligibility | 50% due to retirement eligibility |
| Performance-Based Portion | 50% subject to Performance Criteria | 50% subject to Performance Criteria | 50% subject to Performance Criteria |
| Incentive Plan Metric | Weighting | Target | Actual | Payout Mechanics | Vesting |
|---|---|---|---|---|---|
| Pre-tax distributable ROAE | 50% of Perelman’s Annual Stock Award is performance-based | ≥8% per year | 10.1% in 2024 | No incremental shares for exceeding target; “Catch-Up” if subsequent year achieves 8% average over missed years within 3-year window (not available for year 3) | Performance shares vest in three equal annual installments over three calendar years following grant; time-based shares for co-founders vest 50% at grant; remaining 50% performance-based |
| Options Awards (legacy, options discontinued in 2017) | Strike Price ($) | Expiration | Exercisable (#) | Unexercisable (#) |
|---|---|---|---|---|
| 2014 Annual Option Award | 16.14 | 02/18/2025 | 32,576 | — |
| 2015 Annual Option Award | 11.72 | 02/18/2026 | 9,486 | — |
| 2015 Annual Option Award | 11.87 | 02/18/2026 | 4,681 | — |
| Total | — | — | 46,743 | — |
| Stock Vested in FY 2024 | Shares Vested (#) | Value Realized on Vesting ($) |
|---|---|---|
| Robert Perelman | 66,944 | 737,399 |
Equity Ownership & Alignment
| Beneficial Ownership (as of Apr 9, 2025) | Shares | % of Outstanding |
|---|---|---|
| Robert Perelman (incl. options) | 402,906 | <1% (“*” per proxy table) |
| Composition of Beneficial Ownership | Shares |
|---|---|
| Direct/Class A common stock | 388,739 |
| Options exercisable within 60 days | 14,167 |
| Outstanding Unvested Stock Awards (Dec 31, 2024) | Unvested Shares (#) | Market Value ($) |
|---|---|---|
| 2023 Annual Award | 34,976 | 391,381 |
| 2022 Annual Award | 17,186 | 192,311 |
| 2021 Annual Award | 12,482 | 139,674 |
| Total | 64,644 | 723,366 |
| Performance-Based Shares (Fair Market Value at 12/31/2024) | Value ($) |
|---|---|
| Perelman | 723,366 |
- Stock Ownership Guidelines: Executives must hold qualifying shares equal to 3x base salary (5x for CEO); Perelman averages 7x his base salary, exceeding guidelines .
- Hedging/Pledging: Company prohibits hedging, derivatives, short sales, and pledging of company securities by directors, executive officers, and employees .
Employment Terms
| Term | Detail |
|---|---|
| Agreement | Amended & Restated Employment Agreement dated Jan 23, 2014; effective at IPO; indefinite term . |
| Base Salary Floor | Not less than $300,000 per annum . |
| Bonus Eligibility | Discretionary annual cash bonus from senior management pool per Bonus Guidelines . |
| Equity Incentives | Discretionary annual equity grant; options discontinued for executives in 2017 due to REIT status; post-retirement eligibility (Feb 11, 2019) 50% of each Annual Stock Award vests at grant; 50% subject to performance criteria . |
| Covenants | Perpetual confidentiality; 90-day post-termination non-compete (extendable by 90 days with 3 months base salary and up to 6 months healthcare reimbursement); 1-year employee/customer non-solicitation . |
| Severance (Qualifying Termination) | Cash severance equal to lesser of $1,000,000 or sum of current base salary + average cash bonuses over prior 2 years; payable 50% lump sum and 50% in 12 monthly installments; prorated target bonus (together with severance not to exceed $1,000,000); healthcare reimbursements up to 3 months (6 months if non-compete extended) . |
| Change in Control | If termination occurs within one year of a change in control (or during binding definitive agreement pre-closing), all cash severance payable in lump sum . |
| Potential Payments (as of Dec 31, 2024) | Termination Without Cause/Good Reason | Death/Disability | Change in Control Without Termination | Termination Without Cause/Good Reason Upon Change in Control |
|---|---|---|---|---|
| Cash Severance ($) | 1,075,000 | — | — | 1,075,000 |
| Accelerated Vesting of Stock-Based Awards ($) | — | — | 821,118 | 821,118 |
| Continuation of Benefits/Perquisites ($) | 18,900 | — | — | 18,900 |
| Total ($) | 1,093,900 | — | 821,118 | 1,915,018 |
- Valuation Notes: Performance-based shares fair values at $11.19/share (12/31/2024 closing price) used for acceleration scenarios; Perelman’s performance-based stock FMV $723,366 not included in certain columns per footnote .
Performance & Track Record
- Ladder highlights top performance vs commercial mortgage REIT peers on one- and three-year TSR, best-in-class book value preservation (+~2% over two years vs -16% peer average), and robust dividend coverage at 132% in 2024, with distributable earnings of $153.9 million and after-tax distributable ROAE of 9.9% .
- Pre-tax distributable ROAE relevant to vesting was 10.1% for 2024 .
Company financials (context for pay-for-performance):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($) | 120,619,000* | 105,358,000* | 117,411,000* |
| Values retrieved from S&P Global. |
Say-on-Pay & Shareholder Feedback
- 2024 Say-on-Pay support: 38.9%; Board engaged investors and maintained framework to retain core team and uphold co-founder vesting provisions; added governance enhancements including stock ownership guidelines and clawback policy .
- 2024 Say-on-Frequency vote: 80.4% supported annual advisory vote .
Compensation Structure Analysis
- Shift to RSU/PSU: Options were discontinued for executives in 2017; equity grants are restricted stock with time/performance vesting; Perelman’s awards are 50% vested at grant post-retirement eligibility, 50% performance-based tied to ≥8% pre-tax distributable ROAE .
- Cash vs Equity Mix: For 2022–2024, equity grant date values rose ($597k → $748k → $847k) alongside stable salary ($300k) and increased cash bonuses ($856k → $1,062k → $1,105k), keeping significant pay at risk and equity-heavy .
- Clawback & Ownership: NYSE-aligned clawback policy; strict hedging/pledging prohibitions; ownership guidelines (3x salary) exceeded by Perelman (7x average) .
Equity Ownership & Alignment (Risks/Flags)
- Alignment: Perelman beneficially owns 402,906 shares (<1%); co-founders collectively hold large stakes; management and Board collectively own 11.5% (as of 12/31/2024) .
- Pledging/Hedging: Explicitly prohibited—reduces misalignment risk .
- Vesting Liquidity: 50% immediate vesting at grant due to retirement eligibility provides liquidity but is justified by tax timing and retention goals; performance-based portion retains three-year discipline. Catch-up allows vesting upon achieving average 8% ROAE over missed years (except year 3), promoting sustained performance .
Employment & Contracts (Retention Risk)
- Non-compete/non-solicit: 90-day non-compete (extendable by 90 days with added pay/benefits) and 1-year non-solicit; perpetual confidentiality .
- Severance economics: Capped cash severance at $1,000,000 (with prorated bonus not to exceed cap), and healthcare reimbursements; change-in-control converts severance to lump sum if termination occurs within one year (or under definitive deal pre-closing) .
Investment Implications
- Compensation alignment: Perelman’s pay structure is materially equity-based with rigorous performance vesting tied to distributable ROAE; 2024 performance exceeded target (10.1% vs ≥8%) supporting vesting outcomes and alignment with shareholders .
- Retention risk moderate: Strong ownership, strict anti-pledging policy, and capped severance suggest balanced retention economics; legacy co-founder vesting provides liquidity but retains performance gates for half the award .
- Potential selling pressure: Annual vesting and 50% immediate vesting may create ongoing supply from vesting; however, hedging/pledging prohibitions and continued performance-based vesting mitigate misalignment concerns .
- Change-in-control dynamics: Fully vested stock awards upon qualifying termination in connection with change-in-control and lump-sum severance can accelerate equity realization ($821k stock acceleration; $1.075m cash) and may influence behavior around strategic events .
- Governance signals: Low 2024 Say-on-Pay support (38.9%) indicates investor scrutiny of co-founder vesting; the Board’s engagement and governance enhancements (ownership guidelines, clawback) aim to address feedback while maintaining the core team’s incentives .