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Nicholas S. Schorsch, Jr.

Nicholas S. Schorsch, Jr.

Chief Executive Officer at American Strategic Investment
CEO
Executive

About Nicholas S. Schorsch, Jr.

Nicholas S. Schorsch, Jr. is Chief Executive Officer of American Strategic Investment Co. (NYSE: NYC) since March 2025, age 39, with a decade-plus career in real estate, financial services, capital markets and M&A; he is COO of AR Global Investments, LLC since 2015 and holds a BA from Sarah Lawrence College . During his career, he helped source over $1B in real estate acquisitions, raised over $10B in retail equity, participated in over $20B of corporate M&A, and helped build a financial services platform serving 2.5M accounts with ~$225B AUM . Under his early tenure at NYC, the company reported Q1 2025 occupancy up 120 bps to 82% and outlined asset sales to deleverage; Q1 2025 revenue was $12.3M versus $15.5M in Q1 2024, with adjusted EBITDA declining to -$0.8M from $2.9M YoY .

Past Roles

OrganizationRoleYearsStrategic Impact
AR Global Investments, LLCChief Operating Officer2015–presentLed tech modernization; helped build integrated platform with ~10,000 employees and ~$225B AUM; raised $10B retail equity; participated in $20B+ M&A .
G&P Acquisition Corp.President2020–2022Led SPAC-related activities; leveraged capital markets experience .
American Realty Capital PropertiesExecutive Vice PresidentFeb 2014–Nov 2014Drove acquisitions, integration across assets and enterprises .
Realty Capital SecuritiesExecutive Vice PresidentMar 2015–Nov 2015Capital raising and distribution initiatives .

External Roles

OrganizationRoleYearsNotes
Bellevue Capital Partners, LLCSenior team member (platform initiatives)Prior to/through AR Global tenureOversaw diligence and acquisitions in brewing/distilling, hospitality, lodging, restaurants, consumer goods, entertainment, automotive; led cloud infrastructure modernization and proprietary databases .
AR Global Investments, LLCChief Operating Officer2015–presentParent of NYC’s Advisor and Property Manager; NYC reimburses Advisor under limits; disclosure of affiliate relationships .

Fixed Compensation

  • NYC is externally managed and does not directly employ NEOs; AR Global determines salaries, bonuses, and benefits, which NYC reimburses subject to limits (lesser of $2,971,969 or, if Asset Cost ≥$1.25B, 0.30% of Asset Cost; with annual COLA equal to max of 3% or CPI) .
  • Individual base salary, target bonus %, and actual bonus amounts for Mr. Schorsch, Jr. were not disclosed as of the 2025 proxy; the appointment 8-K noted no special arrangements tied to his appointment .

Performance Compensation

MetricWeightingTargetActualPayoutVesting
Core Earnings Per Adjusted Share (Advisor Variable Mgmt Fee)N/A (company-level fee, not individual)Quarterly thresholds $1.17 and $1.56 per shareNo variable management fees earned in 2024Quarterly variable management fee to Advisor if thresholds achievedN/A (fee, not equity) .
RSU awards to NEOs (2024)N/ABoard/comp committee approvals per 2020 Equity Plan14,375 restricted shares granted to NEOs in 2024N/AVests 25% annually over four years (examples in Outstanding Awards table) .

Notes:

  • NYC’s 2020 Equity Plan authorizes various equity awards up to 20% of fully diluted shares outstanding; as of 12/31/2024, 119,215 shares had been issued or were subject to awards under the plan .
  • Clawback Policy compliant with SEC/NYSE rules requires recoupment of erroneously awarded incentive-based compensation after restatements, covering the prior three completed fiscal years; filed as exhibit to 2023 10-K .

Equity Ownership & Alignment

HolderShares Beneficially Owned% of ClassNotes
Bellevue Capital Partners, LLC and affiliates1,487,27356.5%Controlled by Nicholas S. Schorsch (Sr.); irrevocable proxy caps voting above 34.9% to mirror other shareholders; Jr. is his son and COO of AR Global .
Michael Anderson (former CEO)11,007<1%Includes unvested restricted shares; vesting detail provided .
Michael LeSanto (CFO)4,592<1%Includes unvested restricted shares .
Independent directors (examples)Tuppeny: 15,349; DiPalma: 17,647; Radesca: 7,072Each <1%Includes unvested restricted shares .

Additional alignment policies:

  • Hedging/short sales/options: Prohibited for directors/executives in the 2025 proxy . The 2024 proxy indicated no specific hedging policy; this was tightened subsequently .
  • Pledging: No pledging disclosures found in 2025 proxy; not addressed explicitly (no disclosure located) [Search attempted with 2025 proxy, none found].

Employment Terms

  • Appointment: Named CEO effective upon Michael Anderson’s resignation (filed March 7, 2025); no special arrangements or family relationships tied to appointment were disclosed .
  • Contracts: NYC disclosed no contractual arrangements with NEOs for potential payments upon termination or change of control; compensation is governed via external advisory agreement .
  • Change-of-control economics (Advisor): Advisory agreement requires a termination fee to the Advisor upon the first change of control if terminated—$15.0M plus “Subject Fees” formula (12x prior month base fee + 4x prior quarter variable fee + base fee increase tied to equity issuance), which may materially affect transaction economics and executive retention dynamics given affiliate relationships .
  • Indemnification: NYC indemnifies Advisor/affiliates and has indemnification agreements with directors/officers consistent with Maryland law .

Performance & Track Record

MetricQ1 2024Q1 2025
Occupancy (%)82% (up 120 bps QoQ) .
Revenue ($M)15.512.3 .
GAAP Net Loss ($M)(7.6)(8.6) .
Adjusted EBITDA ($M)2.9(0.8) .
Cash NOI ($M)7.04.2 .

Operational highlights under Schorsch Jr.:

  • Actively marketing 123 William Street and 196 Orchard for sale to reduce leverage and reallocate into higher-yielding assets; portfolio 1.0M SF with weighted average remaining lease term 5.4 years; top 10 tenants 77% investment grade or implied investment grade .

Board Governance (context)

  • NYC’s board comprises independent directors and one managing director; committees (Audit, Compensation, Nominating & Governance) are fully independent; Jr. serves as CEO and is not listed as a director in the proxy .

Compensation Structure Analysis

  • External management model severs direct pay-for-performance linkage for executives at the issuer level; AR Global sets compensation, and NYC reimburses up to a capped limit—reducing transparency and shareholder control over NEO pay .
  • Variable incentive alignment exists at the Advisor level via Core Earnings per Adjusted Share thresholds, but this is paid to the Advisor, not structured as individual executive PSUs/TSR metrics, diluting individual accountability signals .
  • Governance improvements include adoption of a stricter hedging prohibition in 2025; clawback policy compliant with SEC rules introduces recourse for restatements .

Risk Indicators & Red Flags

  • Related-party reliance: Advisor and Property Manager are controlled by AR Global; Jr. is AR Global COO and son of the controlling person of Bellevue Capital, which beneficially owns 56.5% of NYC—creating potential conflicts (mitigated in part by independent committee review and irrevocable proxy on voting over 34.9%) .
  • Transaction friction: Advisory termination fee of $15M plus formula may impede change-of-control transactions or increase costs, representing a governance/headline risk .
  • Balance sheet/earnings pressure: Declines in revenue, adjusted EBITDA, and cash NOI in Q1 2025 vs. Q1 2024 signal near-term execution risk; deleveraging via asset sales is a key mitigation plan .

Say-on-Pay & Shareholder Feedback

  • 2025 proxy includes non-binding advisory vote on executive compensation; results not disclosed in the proxy document excerpt .

Investment Implications

  • Alignment: Jr.’s operational track record in acquisitions and integration aligns with NYC’s deleveraging and portfolio optimization strategy, but external management and Advisor-level incentives weaken direct, transparent pay-for-performance linkage at the executive level .
  • Governance/Control: Bellevue’s 56.5% beneficial ownership and affiliate structure concentrate control; the irrevocable proxy above 34.9% partially mitigates voting dominance. Investors should discount for related-party complexity and potential transaction costs tied to advisory termination fees .
  • Near-term execution: Asset sales, leasing momentum, and stabilization of EBITDA/NOI are key watch items; underperformance in Q1 2025 underscores urgency of strategic actions .

Overall, Jr.’s M&A and operations background matches NYC’s need to execute asset rotations and leasing, but external management, affiliate incentives, and concentrated ownership introduce governance and transaction risks that can affect compensation alignment and retention economics. Continuous monitoring of asset sale progress, fee elections (cash vs. stock) to Advisor/Property Manager, and committee oversight of related-party transactions is warranted .