Harvey Golub
About Harvey Golub
Harvey Golub, 86, is an independent director of Pagaya Technologies Ltd. (PGY) and has served on the board since 2018. He holds a B.S. from New York University and previously served as Chairman and CEO of American Express and IDS Financial Services, bringing 35+ years of organizational leadership experience to PGY’s board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| American Express | Chairman & CEO | — | Led global financial services company (prior role) |
| IDS Financial Services | Chairman & CEO | — | Financial services leadership (prior role) |
| McKinsey & Co. | Director | — | Strategic advisory/board experience (prior role) |
| American International Group (AIG) | Chairman | — | Oversight at major insurer (prior role) |
| Campbell Soup Company | Chairman | — | Consumer staples governance (prior role) |
| Reader’s Digest Association | Chairman | — | Media portfolio oversight (prior role) |
| Dow Jones & Company | Director | — | Media industry oversight (prior role) |
| Hess Corporation | Director | — | Energy industry oversight (prior role) |
| RHJ International | Director | — | Diversified holdings oversight (prior role) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Dynasty Financial Partners | Chairman | Current | Wealth management platform chair |
| Marblegate Acquisition Corp | Chairman | Current | SPAC leadership |
| Marblegate Asset Management LLC | Advisory Board Member | Current | Credit-focused asset manager advisory |
| American Enterprise Institute | Board Member | Current | Public policy institute |
| Manhattan Institute for Policy Research | Board Member | Current | Public policy institute |
| Jupiter Medical Center | Board of Trustees Member | Current | Healthcare institution |
| Maltz Jupiter Theater Foundation | Chairman, Foundation Board | Current | Arts non-profit leadership |
Board Governance
- Independence: The board determined Golub is an “independent director” under Nasdaq rules and applicable SEC rules .
- Committee assignments:
- Audit & Finance Committee (member; chair is Avi Zeevi) .
- Nominating & Corporate Governance Committee (member; chair is Avi Zeevi) .
- Risk Committee (member; chair is Dan Petrozzo) .
- Attendance and engagement: In 2024, the board held 14 meetings; each director and each committee member attended at least 75% of the meetings of the board and committees of which they were members, and independent directors hold regular executive sessions .
- Board leadership: PGY’s board is led by an independent chairman, Avi Zeevi, providing robust independent oversight .
- Tenure: Golub’s term continues until the 2026 Annual Meeting (Class I continuing director) .
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual cash retainer | $40,000 | Non-employee director program (chair premium applies only if chair roles; Golub is not a chair) |
| Equity (RSUs) grant-date fair value | $224,000 | 2024 stock awards as reported (ASC 718) |
| Total 2024 director compensation | $264,000 | Sum of cash and stock awards for 2024 |
- Program design: Non-employee directors receive $40,000 annual cash; any committee chair receives an additional $10,000; annual equity award with grant-date value of $300,000, vesting in equal quarterly installments over one year. The board chair receives $250,000 cash plus the same $300,000 equity award .
Performance Compensation
| Element | Metric Type | Target/Structure | Vesting |
|---|---|---|---|
| Annual equity grant (RSUs) | Time-based | Grant-date value target $300,000 (program design) | Equal quarterly over one year |
| Performance metrics (director equity) | None disclosed | Not performance-conditioned | Time-based vesting |
Note: Director equity awards are structured as time-based RSUs; no performance metrics are disclosed for non-employee director equity.
Other Directorships & Interlocks
| Company/Entity | Relationship to PGY | Potential Interlock/Conflict Indicator |
|---|---|---|
| Dynasty Financial Partners (Chairman) | No PGY transaction disclosed | No related-party transaction disclosed |
| Marblegate Acquisition Corp (Chairman) | No PGY transaction disclosed | No related-party transaction disclosed |
| Marblegate Asset Management (Advisory) | No PGY transaction disclosed | No related-party transaction disclosed |
| AEI, Manhattan Institute, Jupiter Medical Center, Maltz Jupiter Theater Foundation | Non-profit/governance roles | No related-party transaction disclosed |
- Related-party exposure: PGY’s Related Person Transactions policy requires Audit Committee review/approval of extraordinary transactions; no related-party transactions involving Golub are disclosed in the proxy .
Expertise & Qualifications
- Former Chairman & CEO at American Express and IDS Financial Services; extensive strategic and operational leadership in financial services .
- Board experience across multiple public companies (AIG, Campbell Soup, Reader’s Digest, Dow Jones, Hess, RHJ International) .
- Current leadership and advisory roles at financial firms and policy institutions add risk oversight and governance depth to PGY’s board .
Equity Ownership
| Category | Quantity (Units) | Notes |
|---|---|---|
| Class A Ordinary Shares | 257,834 | Beneficial ownership under Rule 13d-3 as of 3/31/2025; <1% of class |
| Breakdown – Class A shares held directly | 17,562 | Direct holdings |
| Vested options to acquire Class A | 205,747 | Included in beneficial ownership calculation |
| RSUs vesting within 60 days of 3/31/2025 | 6,250 | Counted for Rule 13d-3 |
| Performance-based options (may be exercised into restricted Class A) | 28,275 | Included in beneficial ownership breakout |
| Ownership % of outstanding | Less than 1% | As reported |
- Hedging/pledging: Hedging is prohibited for directors; any pledging of company securities requires Board approval. No pledging by Golub is disclosed .
Insider Trades (Section 16(a) Compliance Notes)
| Filing | Scheduled Date | Actual Filing Date | Note |
|---|---|---|---|
| Form 4 (Golub) | June 17, 2024 | September 17, 2024 | Late filing noted among several directors during transition to domestic issuer forms |
Governance Assessment
- Strengths: Independent status; multi-committee service (Audit, Nominating/Governance, Risk); board led by an independent chair; directors met ≥75% attendance thresholds; regular independent executive sessions .
- Alignment: Director pay is equity-heavy (2024: $224k stock vs $40k cash), supporting alignment; beneficial ownership includes vested equity and near-term RSU vesting .
- Potential Red Flags:
- Low direct ownership (<1% of outstanding) may limit “skin-in-the-game” optics despite equity grants .
- Late Section 16 Form 4 filing in 2024 indicates a minor compliance timing issue during transition to domestic issuer reporting .
- Conflicts: No related-party transactions involving Golub are disclosed; PGY’s policy requires Audit Committee oversight for any covered-person transactions .