Yahav Yulzari
About Yahav Yulzari
Yahav Yulzari, 38, is Pagaya’s Chief Revenue Officer and a director, serving since co-founding the company in 2016; he oversees growth and global commercial activities and previously was a real estate entrepreneur and professional goalkeeper on Israel’s under-21 national team . Pagaya’s recent operating performance shows strong momentum: in Q3 2025, total revenue and other income grew 36% year over year to $350M, FRLPC rose 39% to $139M, adjusted EBITDA increased 91% to $107M, and network volume grew 19% to $2.8B, reflecting disciplined underwriting and scaling of the platform . These results align with the company’s compensation frameworks that emphasize revenue quality and profitability metrics such as FRLPC, gross margin, and adjusted EBITDA .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Pagaya Technologies Ltd. | Chief Revenue Officer, Director | 2016–present | Leads global commercial growth; co-founder driving revenue scaling and partner network expansion |
| Prior entrepreneurship | Real estate entrepreneur | Not disclosed | Commercial experience prior to founding Pagaya |
| Israeli Football League | Professional goalkeeper; Israel U-21 | Not disclosed | High-performance teamwork and discipline background |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Israeli Football League | Professional athlete | Not disclosed | Elite-level performance; no corporate governance role disclosed |
Fixed Compensation
| Metric | FY 2022 | FY 2023 |
|---|---|---|
| Annual base salary | $1,000,000 | $1,000,000 (10% increase waived for 2023) |
| Target cash bonus (%) | 100%–300% of base salary | Framework approved; weights and multipliers set (see Performance Compensation) |
| Actual cash bonus paid | $500,000 (voluntarily reduced from ≥$1,000,000) | Not disclosed |
| Social/benefit costs (reported cost basis) | Not disclosed | $0.3M (benefit costs recorded in financials) |
| Salary+bonus expense (reported cost basis) | Not disclosed | $1.4M (salary+bonus expense recorded) |
| Perquisites | Similar to CEO perquisites (housing/auto/driver/admin support) | Similar perquisites continued |
Performance Compensation
| Component | FY 2023 Framework | Weight | Multipliers | Notes |
|---|---|---|---|---|
| Revenue | Approved by shareholders Sep 13, 2023 | 70% | 0%, 75%, 100%, 150%, 200%, 300% | Targets based on 2023 guidance |
| FRLPC | Approved by shareholders Sep 13, 2023 | 20% | 0%, 75%, 100%, 150%, 200%, 300% | Non-GAAP: fee revenue less production costs |
| Adjusted EBITDA | Approved by shareholders Sep 13, 2023 | 10% | 0%, 75%, 100%, 150%, 200%, 300% | Targets based on guidance |
| Discretionary bonus | Board authority per Compensation Policy | Up to 25% of base salary | N/A | Applies to co-founders |
| Component | FY 2024 Proposed Framework | Weight | Multipliers | Notes |
|---|---|---|---|---|
| Revenue | Board-proposed 2024 bonus framework for Management Directors | 35% | 0%, 75%, 100%, 150%, 200%, 300% | Focus shifts from revenue to profitability |
| Gross Margin (GAAP) | Board-proposed 2024 bonus framework | 35% | 0%, 75%, 100%, 150%, 200%, 300% | Defined as gross profit/revenue |
| Adjusted EBITDA | Board-proposed 2024 bonus framework | 30% | 0%, 75%, 100%, 150%, 200%, 300% | Emphasizes profitability |
| Discretionary bonus | Board authority per Compensation Policy | Up to 25% of base salary | N/A | Applies to Management Directors |
FRLPC definition and use: management uses FRLPC and FRLPC% internally to evaluate operational efficiency and scalability; reconciliations provided to GAAP operating income .
Company Performance Benchmarks (Context for Incentive Payouts)
| Metric ($ in thousands) | Q3 2024 | Q3 2025 |
|---|---|---|
| Total revenue and other income | $257,353 (implied; revenue from fees $250,370 + interest/investment ~$6,983) | $350,000 |
| FRLPC | $100,318 | $139,313 |
| FRLPC % | 4.3% | 5.0% |
| Adjusted EBITDA | $56,085 | $107,038 |
| Network volume (in millions) | $2,351 | $2,802 |
Equity Ownership & Alignment
| As of Feb 29, 2024 | Class A Shares | Class B Shares | % of Total Voting Power |
|---|---|---|---|
| Yahav Yulzari | 239,699 | 10,628,967 | 44.0% |
- Ownership table follows Rule 13d-3; percentages are computed including rights to acquire shares within 60 days and are not indicative for other purposes .
- Founders’ “options to purchase restricted shares” are not subject to any continued employment vesting condition; options generally expire 10 years after grant, potentially reducing retention leverage and contributing to future selling pressure upon liquidity windows .
- Directors and executive officers may trade under Rule 10b5-1 plans; trades can occur automatically under preset parameters when not in possession of MNPI, shaping the cadence of insider selling .
Employment Terms
| Provision | Key Terms |
|---|---|
| Employment agreements | Written agreements for each executive officer; include non-competition, non-solicitation, confidentiality, and assignment of inventions; non-compete enforceability subject to limitations under applicable law . |
| Termination protection (Founders) | Consent of the other two founders required to terminate a founder’s employment/services, or Board majority if for cause; until the third anniversary post-EJFA Closing, termination (with or without cause) requires ≥75% supermajority of directors then in office; thereafter, regular majority suffices . |
| Equity programs | Legacy 2016 and 2021 Plans plus 2022 Share Incentive Plan; awards via Board/committee administration; evidence by grant agreements with terms including vesting/performance conditions and exercise prices . |
| Perquisites | Founders receive perquisites similar to CEO: company-leased apartment, auto+driver, and administrative support; company bears taxes related to the lease . |
| Exculpation/indemnification/insurance | Permitted under Israeli law, subject to Companies Law, Articles, and any required shareholder approval . |
Board Governance
- Board service: Director since co-founding Pagaya in 2016 .
- Committee roles: Not listed as a member of Audit and Finance, Compensation, Nominating and Corporate Governance, or Risk Committees; current members are enumerated without his name .
- Independence: The Board maintains a majority of independent directors per Nasdaq requirements; committees are comprised of independent directors under Nasdaq and Israeli Companies Law frameworks .
- Non-employee director compensation policy: cash $40,000 annual retainer, $10,000 committee chair fee, and annual $300,000 equity vesting quarterly; Chairperson receives $250,000 cash plus same equity grant. Management directors (including Yulzari) are not entitled to director fees .
Performance Compensation – Detailed Design and Alignment
| Metric | Weighting | Target Basis | Payout Scale | Vesting/Expense Notes |
|---|---|---|---|---|
| FY 2023: Revenue | 70% | Company 2023 guidance | 0–300% multipliers | Non-disclosed vesting; equity awards (RSUs/options) expensed per grant terms |
| FY 2023: FRLPC | 20% | Company targets from quarterly earnings materials | 0–300% multipliers | FRLPC expensed/non-GAAP metric used internally |
| FY 2023: Adjusted EBITDA | 10% | Company 2023 guidance | 0–300% multipliers | Adjusted EBITDA definition and reconciliation disclosed |
| FY 2024: Revenue | 35% | Company targets | 0–300% multipliers | Shift toward profitability metrics |
| FY 2024: Gross Margin (GAAP) | 35% | Company targets | 0–300% multipliers | GAAP definition (gross profit/revenue) |
| FY 2024: Adjusted EBITDA | 30% | Company targets | 0–300% multipliers | Reconciliation to GAAP provided |
| Discretionary bonus | Up to 25% of base salary | Board/Comp Committee discretion | N/A | Applies to co-founders/Management Directors |
Compensation Structure Notes
- 2023 awards to officers and directors included 747,554 RSUs; director equity grants vest over one year for newly appointed/serving directors; performance-based equity is expensed on an accelerated basis .
- Share-based compensation expense recorded for Yulzari was $0.9M in 2023 (cost basis in financials), reflecting grants primarily from 2021 valuation .
- Option grants outstanding to office holders span exercise prices from $0.48 to $51.36; options typically expire 10 years post-grant .
- Founders’ options to purchase restricted shares are not subject to continued employment vesting, reducing the retention tether from equity vesting mechanics .
Equity Ownership & Capital Structure Context
- Authorized shares reserved and available: 2016 Plan (8,622,441 ordinary shares), 2021 Plan (21,625,530 ordinary shares) as of Dec 31, 2023 .
- Recycling provisions allow forfeited/cancelled awards and withheld shares to return to the pool .
- Beneficial ownership for all directors/executives as a group: 86.3% of total voting power, highlighting concentrated founder/insider control .
Risk Indicators & Red Flags
- Dual role: management director and executive officer (CRO) means non-independence and potential conflicts in board deliberations; committee independence mitigates but voting control from Class B shares heightens governance concentration .
- Founder termination protections (supermajority requirement until third anniversary post-EJFA Closing) elevate retention and control, potentially limiting flexibility in leadership transitions .
- Founders’ options to purchase restricted shares not tied to continued employment vesting may increase insider selling flexibility and reduce retention leverage from equity vesting .
- 10b5-1 trading plans enable scheduled insider sales and can contribute to technical selling pressure depending on plan parameters .
Investment Implications
- Pay-for-performance alignment is improving: 2024 bonus framework shifts weight toward gross margin and adjusted EBITDA (65% combined), reducing revenue emphasis and better aligning incentives with profitability and unit economics .
- Retention risk is structurally low near term given founder governance protections; however, lack of continued employment vesting on founders’ restricted share options and ability to trade under 10b5-1 plans could create episodic selling pressure during liquidity windows .
- High insider voting power (Class B) centralizes control (Yulzari’s 44.0% of total voting power individually under Rule 13d-3), limiting the impact of minority shareholders on governance outcomes; committee independence and majority independent board are mitigants .
- Strong operating momentum (FRLPC, adjusted EBITDA, and revenue growth in Q3 2025) supports the bonus frameworks’ profitability focus and indicates execution against commercial objectives overseen by the CRO role; monitor future disclosures for actual bonus payouts and any changes to vesting or equity mix .