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Jeff DerGurahian

Chief Capital Markets Officer and Head Economist at loanDepotloanDepot
Executive

About Jeff DerGurahian

Jeff DerGurahian is Chief Capital Markets Officer and Head Economist at loanDepot (LDI), responsible for secondary marketing, capital markets, investor relations, loan trading, hedging, pricing, and product development. He has served in this role since 2022, joined loanDepot in 2012, and is age 49; he holds a B.S. in Finance from the University of Virginia . Company context during his executive tenure: 2023 revenues declined 22% YoY as industry volumes fell, but Q4 2023 revenue grew 35% YoY; net loss improved from $610.4M (2022) to $235.5M (2023) as Vision 2025 cost actions took hold . Pay-versus-performance TSR (value of $100 initial investment) was $35.06 (2022), $74.79 (2023), and $43.34 (2024), reflecting a volatile cycle .

Past Roles

OrganizationRoleYearsStrategic Impact
loanDepot/loanDepot.com, LLCExecutive VP, Capital Markets (progressive roles)2012–2022Built and led capital markets and secondary marketing platforms
Prospect Mortgage (formerly MetroCities Mortgage)EVP, Capital Markets~9 years (pre-2012)Led capital markets; prior hedge management experience
Tuttle Risk Management ServicesHedge Managerpre-2012Managed mortgage pipeline hedging

External Roles

OrganizationRoleYearsNotes
No public company directorships or committee roles disclosed for DerGurahian

Fixed Compensation

Item2022 Employment Agreement (effective Sep 2022)Notes
Base Salary$600,000 At-will; initial 3-year term with auto-renewal
Target Annual Bonus % of Salary150% (max 300% of target) Determined by Board/Comp Committee
2023 Actual Bonus$1,900,000 Included $1.5M retention per agreement
2023 Salary (paid)$600,000

Performance Compensation

Incentive TypeMetric(s)Target/StructureActual/PayoutVesting/Performance Window
2023 Annual Bonus (Company program)Multi-factor scorecard (Growth/Organization 2025; Efficiency/Effectiveness; Financial/Strategic) Plan funded at 50% of target (company level) DerGurahian: $400,000 (44% of $900k target) Paid after year-end
2024 Annual Bonus (Company program)Growth; Operational Excellence; Financial/Governance Plan funded at 65% of target (company level) NEO payouts varied 57–79%; DerGurahian not an NEO in 2024 proxy tables Paid after year-end
3/2022 PSUsStock price hurdles (20-day average) through 3/29/2026 0–150% of target Threshold/targets per plan; individual realization not disclosedPerformance-based vesting to 3/29/2026
12/2022 PSUsStock price hurdles (30-day average) through 6/30/2024 0–150% of target Not specifically disclosed by individualPerformance-based vesting to 6/30/2024
2024 PSUs (Company-wide)One quarter of positive adjusted net income (achieved Q3 2024) Earned at target; remaining time-based vestOne-third vested on certification; remainder vest 4/15/2026 & 4/15/2027 Applies to senior leadership; DerGurahian not listed as 2024 NEO

Equity Ownership & Alignment

  • Beneficial ownership (as of March 15, 2024): 6,098,664 Class A shares (7.2% of Class A outstanding) in his name; he also held rights to direct conversion of 1,598,390 Class C shares via Trilogy entities (subject to Board approval) .
  • Anti-hedging and anti-pledging: Company prohibits hedging, short sales, publicly traded options, holding in margin accounts, and pledging of loanDepot stock by directors and executives .
  • Clawback: NYSE Rule 10D-1 compliant policy in place, with recoupment of excess incentive compensation tied to restatements; SOX 304 reimbursement provisions apply to CEO/CFO for misconduct-related restatements .

Outstanding equity and vesting (as of 12/31/2023):

AwardQuantityVesting/StatusNotes
Stock Options (NQSOs)2,000,000Vested; Exp. 12/23/2032; Exercise price $1.57As of 12/31/2023
RSUs (3/2022 grant)33,801Vest 7/28/2024 and 7/28/2025
PSUs (3/2022 grant)50,701 (threshold reference)0–150% based on 20-day average through 3/29/2026
RSUs (12/2022 grant)250,000Vest 6/30/2024
PSUs (12/2022 grant)125,000 (threshold reference)0–150% based on 30-day average through 6/30/2024
TMI Units452,717Profits interest units; vest monthly through 5/1/2025See Incentive Units description

Ownership policy/guidelines: Executive stock ownership guidelines for officers were not specified in the cited materials. Hedging and pledging prohibitions apply enterprise-wide .

Employment Terms

ProvisionTerms
Role/StartChief Capital Markets Officer & Head Economist since 2022; with loanDepot since 2012
Agreement TermExecutive employment agreements with DerGurahian (and Walsh) effective September 2022; initial 3-year term with automatic 1-year renewals; at-will employment
Target Pay MixBase $600,000; target bonus 150% of base (max 300%)
2023 Retention$1.5 million retention bonus paid per agreement
Severance (non‑CoC)If terminated without cause or resigns for good reason: 12 months base salary; pro‑rated annual bonus (based on actual performance); up to 12 months COBRA; performance equity vests based on actual performance measured to termination (30-day look-forward for goals); vested options exercisable up to 1 year
Severance (CoC ±12 months)If terminated without cause or for good reason during 3 months prior to or 12 months after a CoC: 1.5× base + target bonus, up to 18 months COBRA; full vest of unvested equity (performance awards at greater of target or actual); 30-day look-forward applies; options exercise up to 1 year
CovenantsStandard covenants on innovation assignment, confidentiality, non‑disparagement, and non‑interference (customer/employee non-solicit)

Compensation Structure Analysis

  • Shift to annual equity program: In 2024 the company formalized 50% RSU / 50% PSU annual grants for senior leadership tied to profitability milestones, with multi-year vesting to drive retention and alignment; PSUs certified earned in Q3 2024 for achieving positive adjusted net income .
  • Bonus plan calibration: 2023 bonus pool funded at 50% of target amid trough volumes; his individual payout was 44% of target ($400k vs. $900k) evidencing some downward discretion; 2024 pool funded at 65% with NEOs paid 57–79% of target based on individual contribution .
  • Anti-hedging/pledging and clawback: Strong risk-mitigation mechanisms reduce misalignment risk and discourage short-termism .
  • Committee/consultant: Compensation Committee chaired by Dawn Lepore; members are independent as of April 2025; Semler Brossy serves as independent consultant, with no management conflicts disclosed .

Say‑on‑Pay & Shareholder Feedback

  • Say‑on‑Pay support: Approximately 98.7% of shares present and entitled to vote approved 2023 executive compensation at the 2024 meeting, reinforcing investor support for program design .
  • 2022 Annual Meeting results included approval of the amended 2021 Omnibus Incentive Plan and say‑on‑pay advisory proposal (vote counts disclosed) .

Risk Indicators & Red Flags

  • Hedging/pledging: Prohibited for executives and directors, reducing alignment risk .
  • Tax gross-ups: Not disclosed for DerGurahian; 280G best‑net cutback mechanics mentioned for other executives in public agreements .
  • Related party/pledging by DerGurahian: No pledging reported; beneficial ownership largely via Class A holdings and exchangeable Trilogy-related interests, subject to Board approval for conversion .
  • Clawback policy: Implemented in line with NYSE Rule 303A.14 and SOX 304 .

Investment Implications

  • Alignment: Significant personal equity stake (7.2% of Class A as of 3/15/2024) and option/PSU exposure align DerGurahian with shareholders; anti‑hedging/pledging and clawback provisions strengthen alignment and governance .
  • Retention risk: Contractual severance (12 months pay non‑CoC; 1.5× base+bonus CoC) and multi‑year vesting RSUs/PSUs mitigate near‑term attrition risk; substantial outstanding options and TMI units extend retention horizon through 2025–2026 .
  • Incentive design: 2024 PSUs tied to profitability and multi‑year vesting improves pay-for-performance; bonus funding below target through the downturn reflects discipline (50% in 2023; 65% in 2024), lowering windfall risk .
  • Trading signals: Option overhang (2.0M options @ $1.57 expiring 2032) and PSU price hurdles create potential selling/cash‑exercise windows on strength; 30‑day performance look‑forward clauses can pull forward equity vesting around milestone events .