Axel K.A. Hansing
About Axel K.A. Hansing
Independent trustee of Net Lease Office Properties (NLOP) since 2023; age 82. He serves on all three standing committees—Audit, Compensation (Chair), and Nominating & Corporate Governance—and is designated independent under NYSE standards. Background includes senior roles in private equity and international banking and prior public company board experience at W. P. Carey Inc. .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Coller Capital | Senior Advisor | Jun 2021–Apr 2024 | Private equity experience relevant to compensation oversight |
| Coller Capital | Senior Partner | 2000–May 2021 | Long-term incentives and governance exposure |
| Hansing Associates | CEO & Founder | 1994–2000 | Leadership/compensation design exposure |
| Equitable Capital Management (NY/London) | Managing Director | 1989–1993 | Capital markets expertise |
| Bayerische Hypotheken- und Wechselbank AG (Munich/NY) | Head, International Division | 1981–1989 | International finance and risk oversight |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| W. P. Carey Inc. (NYSE: WPC) | Director | 2011–Jun 2022 | Former board service; no current public company boards disclosed |
Board Governance
- Committee assignments (all independent committees): Compensation (Chair: Hansing; members: Hoysradt, Pinola), Audit (Chair/Financial Expert: Pinola; members: Hansing, Hoysradt), Nominating & Corporate Governance (Chair: Hoysradt; members: Hansing, Pinola) .
- Meetings/engagement: Board held 4 regular meetings in 2024; Audit (4), Compensation (2), Nominating & Corporate Governance (2). Each trustee attended at least 75% of applicable Board/committee meetings in 2024 .
- Independence: Board determined Hansing is independent under NYSE and company standards .
- Lead Independent Trustee: Richard J. Pinola .
- Risk oversight allocation: Audit oversees financial reporting/internal controls and related-party risks; Compensation monitors risks associated with equity plan; Nominating & Corporate Governance oversees Advisor relationship and governance risks .
Fixed Compensation
| Metric | FY 2024 |
|---|---|
| Annual cash retainer | $200,000 |
| Committee chair fees (Compensation Chair) | $10,000 |
| Total cash paid (2024) | $210,000 |
| Stock awards (2024) | $0 (no stock awards to trustees in 2024) |
Notes:
- All non‑employee trustees receive the same base cash retainer; additional fees apply for leadership roles (Lead Trustee $20,000; Audit Chair $15,000; Compensation Chair $10,000; Nominating & Corporate Governance Chair $10,000) .
Performance Compensation
| Grant | Instrument | Shares/Units | Grant-Date Fair Value | Grant Date | Vesting | Status in 2024 |
|---|---|---|---|---|---|---|
| Initial trustee grant (at Board onboarding) | RSUs | 9,551 | $100,000 | On or about Nov 2, 2023 | Vested Nov 2, 2024 | No unvested RSUs for trustees in 2024 |
- Share ownership guideline: Independent trustees must hold their initial 9,551 RSUs until separation from service; all independent trustees are in compliance .
Other Directorships & Interlocks
| Company/Entity | Relationship to NLOP | Hansing’s Role | Interlock/Conflict Considerations |
|---|---|---|---|
| W. P. Carey Inc. (Advisor to NLOP through affiliates) | External manager/Advisor; NLOP paid $11.4M in 2024 fees; Advisory Agreements initial term 3 years, auto‑renewal, base fees $7.5M asset management plus ~$4.0M administrative annually | Former Director (2011–Jun 2022) | As Compensation Chair and Audit member, Hansing participates in oversight of Advisor fees and related-party transactions per committee charters |
Expertise & Qualifications
- Private equity and investment experience (Coller Capital Senior Partner/Advisor) and international corporate real estate/banking background support compensation design, incentive alignment, and transaction oversight responsibilities; Board cites these as qualifications for Compensation Chair role .
- Service on Audit and Nominating & Corporate Governance indicates breadth across pay, financial oversight, and governance .
Equity Ownership
| As of | Shares Beneficially Owned | % of Class | Pledged | Notes |
|---|---|---|---|---|
| Apr 14, 2025 | 10,817 | <1% | None | “None of the shares has been pledged as collateral”; directors’ table shows Hansing at 10,817 shares |
Additional alignment:
- No unvested RSUs for trustees as of year-end 2024; initial RSUs vested Nov 2, 2024, with guideline to hold the initial grant until separation .
Governance Assessment
Strengths
- Independent trustee; chairs Compensation and serves on Audit and Nominating & Corporate Governance, concentrating influence over pay, related‑party oversight, and governance refreshment .
- Documented committee responsibilities include oversight of Advisor compensation and reimbursements (Compensation; Audit), and administration of Related Person Transaction Policy (Audit), providing structured checks on external management conflicts .
- Attendance threshold met (≥75%) amid active committee schedules (Audit 4; Compensation 2; Nominating 2 in 2024) .
- Share ownership guideline and compliance enhance alignment; initial RSU grant held until separation .
- Clawback policy adopted (issuer-level for NEOs) and Insider Trading Policy in place; Audit Committee chaired by a designated financial expert (Pinola) .
Risk/Watch Items
- Externally managed structure: NLOP paid $11.4M to Advisor in 2024; Advisory Agreements include $7.5M base asset management and ~$4.0M administrative fees with auto‑renewal—ongoing need for rigorous independent oversight of fees and performance given related‑party dynamics (Advisor affiliates of W. P. Carey; CEO is also WPC CEO) .
- Limited shareholder direct say on executive pay due to Emerging Growth Company status reduces formal feedback mechanisms; NLOP does not directly compensate NEOs (paid by Advisor) .
- Director equity in 2024 was limited; trustees had initial RSUs from 2023, but no 2024 stock awards, making 2024 compensation 100% cash for Hansing ($210,000) .
Appendix: Committee Work Summary (2024)
| Committee | 2024 Meetings | Hansing Role | Selected Oversight Responsibilities |
|---|---|---|---|
| Compensation | 2 | Chair | Trustee compensation, equity plans; oversee Advisor compensation under Advisory Agreements |
| Audit | 4 | Member | Auditor oversight; monitor reimbursements to Advisor; administer related-person transactions; internal controls and risk |
| Nominating & Corporate Governance | 2 | Member | Board/committee structure; Advisor performance oversight; ESG governance |