David A. Travin
About David A. Travin
David A. Travin, age 49, is General Counsel of PJT Partners, overseeing global legal and compliance functions; he joined PJT in 2016, served as Deputy General Counsel, and was appointed General Counsel in January 2021. He holds a BS from Cornell University and a JD from The George Washington University Law School; prior roles include senior legal department positions at UBS AG and Deutsche Bank AG, focusing on complex litigation and regulatory matters . Performance context during his tenure includes strong 2024 operating results (Total Revenues $1.49bn, +29% YoY; GAAP Diluted EPS $4.92, +58% YoY) and multi‑year share appreciation (closing prices: $75.25 in 2020; $74.09 in 2021; $73.69 in 2022; $101.87 in 2023; $157.81 in 2024; cumulative $100 TSR value index rose to $379 vs. $173 for S&P 500 Financials) . In 2024, management’s evaluation of Travin emphasized leadership of Legal/Compliance, regulatory and litigation management, and support for the deNovo Partners acquisition .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| UBS AG | Senior legal department member | — | Oversaw significant and complex litigation and regulatory matters . |
| Deutsche Bank AG | Senior legal department member | — | Oversaw significant and complex litigation and regulatory matters . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Only Make Believe Inc. | Board of Directors | — | Non‑profit board service; governance/community engagement . |
Fixed Compensation
- Base salary: $500,000 in 2024; unchanged since January 1, 2021 per partner agreement .
- Perquisites/benefits: Financial planning services (~$18,510 annually per partner) and participation in PJT Giving Program ($12,000 allocation made by company), with “Other” compensation line totaling $30,510 in 2024; executives typically receive broad‑based benefits similar to employees .
| Year | Salary ($) | Other ($) |
|---|---|---|
| 2022 | 500,000 | 16,570 |
| 2023 | 500,000 | 29,620 |
| 2024 | 500,000 | 30,510 |
Performance Compensation
Program design: Annual incentive compensation is discretionary and based on company‑wide performance (revenue growth, adjusted pretax income, adjusted EPS, share price performance) plus individual goals; no specific quantitative targets or formulaic revenue payouts; long‑term incentives are delivered via RSUs/LTIP Units with multi‑year vesting . In 2024, Travin’s cash bonus was $1,309,600 and long‑term incentive portion (LTIP Units) was $1,178,400 (granted 2025, vesting generally in years 2–4 post‑grant) .
| Year (Performance) | Cash Bonus ($) | Equity Awards ($) | Equity Type | Notes |
|---|---|---|---|---|
| 2022 | 1,027,500 | 622,500 | RSUs/LTIP Units | Annual incentive equity tied to 2022 performance; vesting over multiple years . |
| 2023 | 1,071,500 | 666,500 | RSUs/LTIP Units | RSUs for 2023 were granted Feb 12, 2024: 6,851 units, grant date FV $678,043 . |
| 2024 | 1,309,600 | 1,178,400 | LTIP Units | 2024 LTIP grants in 2025; vest after 2nd, 3rd, 4th year from grant . |
Performance awards (separate from annual incentive): Travin received 16,212 Performance LTIP Units on Feb 10, 2022 with vesting contingent on five‑year service and share price hurdles ($100→50% earned; $130→100% earned; highest 20‑day VWAP measured through Feb 28, 2027). The performance condition has been achieved at $130; units vest per service schedule (20% annually Mar 1, 2023–Mar 1, 2027) .
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Annual incentive metrics (Revenue growth, Adjusted pretax income, Adjusted EPS, Share price) | Not disclosed (discretionary) | Not disclosed | Company highlights: 2024 Revenues $1.49bn (+29% YoY); GAAP Diluted EPS $4.92 (+58% YoY) | Cash + equity mix set by Compensation Committee | RSUs/LTIP Units vest over multi‑year periods . |
| Performance LTIP Units (share price hurdles) | N/A (binary/linear earn‑out) | $100→50%; $130→100% (20‑day VWAP) | Achieved $130 performance condition by Dec 31, 2024 | 100% performance earned; service vesting continues | 20% per year through Mar 1, 2027 . |
Equity Ownership & Alignment
- Beneficial ownership (as of Apr 21, 2025): Class A common stock 7,288 shares; Class B common stock 1 share; Partnership Units 21,684; less than 1% ownership .
- Ownership guideline: 5x base salary ($2,500,000); Named Executive Officers are, or are expected to be within time, in compliance .
- Hedging/pledging: Hedging prohibited; pledging prohibited unless approved by General Counsel; company Trading Policy governs insider transactions .
- Exchanges: In 2024, Travin exchanged 1,000 Partnership Units settled for cash totaling approximately $0.1 million, as determined by the Board under the Exchange Agreement .
| Holding Category | Amount | Notes |
|---|---|---|
| Class A Common Shares | 7,288 | Beneficial ownership as of Apr 21, 2025; <1% . |
| Class B Common Shares | 1 | Associated with Partnership Units voting . |
| Partnership Units | 21,684 | Exchangeable per Exchange Agreement . |
| Ownership Guideline | $2,500,000 | 5x base salary requirement . |
Unvested equity and vesting schedule at FY‑end 2024:
| Vest Date | RSUs (#) | LTIP Units (#) | Dividend Eq. RSUs (#) |
|---|---|---|---|
| Mar 1, 2025 | 6,921 | 3,921 | — |
| Mar 1, 2026 | 4,955 | 3,243 | — |
| Mar 1, 2027 | 4,955 | 3,242 | — |
| Mar 1, 2028 | 2,284 | — | — |
| Unvested dividend equivalents | — | — | 523 |
2024 equity awards outstanding, market value at $157.81 close:
| Category | Unvested Units | Market Value ($) |
|---|---|---|
| Total (RSUs + LTIP Units + dividend equivalents) | 30,043 | 4,741,029 . |
Employment Terms
- Partner agreement effective Jan 1, 2021; base salary under agreement; no contractual severance; flexible termination practice; garden leave may apply via notice .
- Restrictive covenants: Non‑compete one year post termination; non‑solicit two years; reduced to 120 days (non‑compete) and 90 days if terminated without cause or resigns for good reason; perpetual confidentiality and non‑disparagement .
- Definitions: “Cause” includes material breach, fraud/embezzlement, certain felony or securities law violations impacting ability to serve; “Good reason” includes material adverse change in role, >50‑mile relocation, material breach by company, failure to obtain successor assumption .
- Change‑in‑control / termination protections on equity:
- RSUs/LTIP Units: If death, disability, termination without cause, or change‑in‑control, outstanding RSUs/LTIP Units (vested and unvested) become deliverable; resignation or termination for cause forfeits unvested; qualifying retirement continues vesting subject to covenants .
- Performance LTIP Units: Death/disability/termination without cause → service condition deemed satisfied and units with performance condition met vest; resignation or termination for cause forfeits unvested; qualifying retirement continues vesting (subject to performance/covenants) .
- Accelerated vesting value at Dec 31, 2024 for Travin under these scenarios: $4,741,029 (based on $157.81 per share) .
- Clawback: PJT Incentive Compensation Clawback Policy (NYSE 303A.14), Omnibus Incentive Plan, and Bonus Deferral Plan provide for recoupment due to accounting restatements, misconduct, fraud, misrepresentation, supervisory failures, and competitive activity; excess amounts must be repaid; policies incorporate SOX 304 and Dodd‑Frank 954 .
| Term | Key Details |
|---|---|
| Agreement date | Jan 1, 2021 . |
| Non‑compete | 1 year; 120 days if terminated without cause; 90 days if resigns for good reason . |
| Non‑solicit | 2 years . |
| Severance | No contractual severance; flexible termination practice . |
| CIC equity treatment | RSUs/LTIP Units deliverable; Performance LTIPs vest if performance met, service deemed satisfied . |
| Accelerated vest value (Dec 31, 2024) | $4,741,029 . |
| Clawback | NYSE‑compliant clawback plus Omnibus/Bonus Plan provisions . |
Compensation Peer Group and Governance
- Peer group used for benchmarking executive compensation decisions: Lazard Ltd, Evercore Inc., Houlihan Lokey, Inc., Moelis & Company, Perella Weinberg Partners; broader set also includes Jefferies Financial Group Inc. and Rothschild & Co for market data .
- Target percentile: Compensation Committee reviews relative ranges but does not fix targets to specific peer percentiles .
- Say‑on‑pay: 84.6% approval for 2024 program .
- Shareholder engagement: Ongoing meetings with large holders on strategy, governance, executive compensation, sustainability, and human capital .
| Item | Detail |
|---|---|
| Peer group | Lazard; Evercore; Houlihan Lokey; Moelis; Perella Weinberg; plus Jefferies and Rothschild for market context . |
| Target percentile | Not fixed to a percentile; holistic review . |
| Say‑on‑pay 2024 approval | 84.6% . |
| Ownership guidelines (NEOs) | CEO 10x salary ($10,000,000); other NEOs 5x salary (Travin $2,500,000) . |
| Hedging/pledging policy | Hedging prohibited; pledging only with GC approval . |
Investment Implications
- Pay‑for‑performance and retention: Travin’s compensation is heavily equity‑linked (47% of 2024 annual incentive in LTIP Units) with multi‑year vesting and additional 2022 performance LTIPs that have met share‑price hurdles but require continued service through 2027, supporting retention and long‑term alignment .
- Insider selling pressure: Scheduled vesting tranches (e.g., 2026: 4,955 RSUs + 3,243 LTIP Units; 2027: 4,955 RSUs + 3,242 LTIP Units; 2028: 2,284 RSUs) and dividend equivalents could create periodic liquidity events; 2024 cash‑settled exchange of 1,000 Partnership Units (~$0.1mm) indicates occasional monetization but at modest scale .
- Alignment safeguards: Strict hedging prohibition, pledging restrictions, and robust clawback policies reduce misalignment and risk; ownership guidelines require material skin‑in‑the‑game ($2.5mm for Travin) .
- Execution track record: Travin’s role in navigating regulatory/litigation matters and supporting strategic transactions (deNovo Partners) complements strong firm‑level financial performance and multi‑year TSR outperformance vs. S&P Financials, reinforcing governance and operational execution quality .