Ji-Yeun Lee
PJT PartnersAbout Ji-Yeun Lee
Ji-Yeun Lee (age 58) is Managing Partner of PJT Partners, serving in this role since the firm’s founding in 2015; she has 35+ years in global investment banking, including extensive M&A experience and leadership across geographies, and holds a BA from Amherst College . PJT’s 2024 performance underpinning her pay decisions included $1.49bn revenues (+29% YoY), GAAP diluted EPS of $4.92 (+58% YoY), GAAP pretax margin of 18.1%, adjusted pretax margin of 18.6%, and year-end share price of $157.81; the 5-year “value of initial $100 investment” metric reached $379, and 2024 net income was $238mm, reflecting strong pay-for-performance alignment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| PJT Partners | Managing Partner | Since 2015 | Oversees strategy, operations, talent; drives cross-firm growth and client engagement; leads cultural and philanthropic initiatives . |
| Morgan Stanley | Managing Director; Deputy Head of Global Investment Banking | Joined 1988; Deputy Head appointment 2007; Management Committee 2011 | Senior leadership in M&A, London office tenure; enterprise-wide leadership on global IB platform . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Good Shepherd Services | Director | Not disclosed | Community impact and governance contributions . |
| Nightingale-Bamford School | Director | Not disclosed | Education governance and community engagement . |
| Amherst College | Director | Not disclosed | Higher education governance and alumni engagement . |
Fixed Compensation
| Year | Base Salary ($) | Perquisites (Company-paid financial planning; PJT Giving Program; aircraft personal use by exception) ($) | Notes |
|---|---|---|---|
| 2024 | 1,000,000 | 30,510 (financial planning ~$18,510 plus PJT Giving Program $12,000 allocation; charity deductions accrue to company) | Base salary unchanged since 1/1/2016; partners reimburse incremental aircraft costs when used personally . |
Performance Compensation
- Program structure: Discretionary annual incentives based on company-wide performance (revenue growth, adjusted pretax income, adjusted EPS, share price vs peers) and individual goals; delivered as cash plus long-term equity (RSUs/LTIP Units). No individual revenue payouts; multi-year lens .
| Performance Year | Metric | Weighting | Target | Actual | Payout ($) | Instrument | Vesting |
|---|---|---|---|---|---|---|---|
| 2024 | Company-wide: revenue growth; adjusted pretax income; adjusted EPS; share price vs peers | Not disclosed | Not disclosed | 2024 actuals used in assessment; see About section | 2,223,300 cash | Cash | N/A |
| 2024 | Individual objectives (leadership, Strategic Advisory record year, collaboration across lines, senior talent recruitment, geographic expansion, talent strategy) | Not disclosed | Not disclosed | Role-specific achievements listed | 2,264,700 equity value | LTIP Units | Generally vest following 2nd, 3rd, 4th year from grant |
| 2023 (granted 2/12/2024) | Annual LTIP/RSU component for prior year | Not disclosed | Not disclosed | N/A | 1,668,634 grant-date FV RSUs | RSUs (16,860 units) | RSUs for 2023 performance granted 2/12/2024 per committee action 1/8/2024 |
- Say-on-pay: 84.6% approval for 2024 executive compensation program .
- Peer benchmarking: Independent bank peers (e.g., Lazard, Evercore, Houlihan Lokey, Moelis, Perella Weinberg) inform market competitiveness; committee does not target a fixed percentile .
Multi-Year Compensation (SEC-reported and committee view)
| Year | Salary ($) | Bonus ($) | Stock Awards ($, SEC grant-date FV) | Other ($) | Total ($) |
|---|---|---|---|---|---|
| 2024 | 1,000,000 | 2,223,300 | 1,668,634 | 30,510 | 4,922,444 |
| 2023 | 1,000,000 | 1,847,700 | 1,653,164 | 29,620 | 4,530,484 |
| 2022 | 1,000,000 | 1,852,500 | 1,971,031 | 16,595 | 4,840,126 |
| Year | Committee “Annual Compensation” View: Salary ($) | Cash Bonus ($) | Equity Awards ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 1,000,000 | 2,223,300 | 2,264,700 (LTIP Units value for 2024 performance, granted in 2025) | 5,488,000 |
| 2023 | 1,000,000 | 1,847,700 | 1,640,300 | 4,488,000 |
| 2022 | 1,000,000 | 1,852,500 | 1,647,500 | 4,500,000 |
Equity Ownership & Alignment
- Ownership guidelines: 5x base salary ($5,000,000 requirement) for NEOs; all NEOs are, or are expected to be, compliant within prescribed timeframe .
- Hedging and pledging: Prohibited; pledging only with General Counsel approval .
| Beneficial Ownership (as of 4/21/2025) | Class A Shares | Class B Shares | Partnership Units | Combined Voting Power (Director Elections/Removals %) | Combined Voting Power (All Other Matters %) |
|---|---|---|---|---|---|
| Ji-Yeun Lee | 75,458 | 2 | 838,736 | 2.6% | 2.3% |
| Unvested vs Vested Equity (as of 12/31/2024) | Unvested Units (#) | Market Value ($) | Detailed Vesting Schedule |
|---|---|---|---|
| RSUs + LTIP Units | 76,917 | 12,138,343 (at $157.81 close) | (i) 14,582 RSUs & 10,082 LTIP vested 3/1/2025; (ii) 12,689 RSUs & 10,082 LTIP vest 3/1/2026; (iii) 12,689 RSUs & 10,082 LTIP vest 3/1/2027; (iv) 5,620 RSUs vest 3/1/2028; (v) 1,090 unvested dividend equivalent RSUs . |
| Accelerated Delivery Value upon Certain Events (as of 12/31/2024) | Termination without Cause | Disability | Death | Change in Control |
|---|---|---|---|---|
| Ji-Yeun Lee | 12,138,343 | 12,138,343 | 12,138,343 | 12,138,343 |
Employment Terms
| Provision | Key Terms |
|---|---|
| Partner Agreement Effective Date | October 1, 2015 . |
| Non-Compete / Non-Solicit | Non-compete: 1 year post-termination; Non-solicit employees/consultants/clients/investors: 2 years; reduced to 120 days (non-compete) and 90 days (non-compete) if terminated without cause or resign for good reason . |
| “Cause” Definition | Includes material breach (with cure periods), fraud/embezzlement, felony/violation determinations impacting ability to serve or business materially . |
| “Good Reason” Definition | Includes material adverse change in title/authority/duties, relocation >50 miles, material breach, failure to obtain assumption by successor; notice and cure procedures apply . |
| Severance | No contractual severance; flexible termination practice with notice and potential garden leave; equity delivery/acceleration terms apply per award type . |
| Equity Delivery/Acceleration | RSUs/LTIP Units: immediate deliverability upon change in control or termination due to death, disability, or without cause; forfeiture if terminated for cause or resign (unvested); qualifying retirement continues vesting subject to non-compete and other conditions . Performance LTIP Units: service deemed satisfied and performance-met units vest upon death/disability/without-cause termination; forfeiture if cause/resignation . |
| Clawback | NYSE Rule 303A.14-compliant clawback for incentive comp tied to financial reporting measures; Omnibus Plan and Bonus Deferral Plan include additional misconduct/violation clawbacks and recoupment . |
| Ownership & Trading Policies | Minimum executive ownership multiples; hedging prohibited; pledging prohibited unless approved by General Counsel; insider trading policy filed as Exhibit to latest 10-K . |
Compensation Structure Analysis
- Mix and risk: Significant portion of annual incentive delivered in multi-year vesting LTIP Units/RSUs (50% of Ms. Lee’s 2024 annual incentive in equity), reinforcing long-term alignment and retention; no individual revenue payouts .
- Governance signals: Strong say-on-pay support (84.6%) and independent consultant (Willis Towers Watson) engagement; independence reviewed Feb 25, 2025 with no conflicts .
- Peer benchmarking: Competitive versus independent IB peers; no fixed percentile targeting reduces ratcheting risk .
- Equity award practices: No stock options currently granted; RSU/LTIP awards have first vest date ≥1 year from grant; performance LTIP design focuses on multi-year shareholder-aligned hurdles .
Performance & Track Record
- 2024 role-specific outcomes: Led record year for Strategic Advisory, enhanced cross-line collaboration for commercial impact, recruited/onboarded senior talent, expanded geographic footprint, and led talent management enhancements .
- Company performance inputs to pay: Revenue growth, adjusted pretax income, adjusted EPS, share price performance—assessed vs independent IB peers on a multi-year basis .
Compensation Committee & Peer Group
- Committee: Independent members; authority to retain advisors; oversees clawback policy and human capital .
- Consultant: Willis Towers Watson as outside independent advisor; independence affirmed (no conflicts) on Feb 25, 2025 .
- Peers used for benchmarking: Evercore, Lazard, Houlihan Lokey, Moelis, Perella Weinberg (and Jefferies/Rothschild in broader analysis) .
Equity Awards & Vesting Detail
| Vesting Practice | Details |
|---|---|
| Standard Vesting | Awards generally vest over several years; for 2024 performance, vesting occurs following the 2nd, 3rd, and 4th anniversaries from grant; first tranche ≥1 year from grant . |
| 2023 Performance RSUs (granted 2/12/2024) | 16,860 RSUs with grant-date FV $1,668,634; committee action on 1/8/2024 . |
| 2024 Performance LTIP (granted in 2025) | $2,264,700 value; vesting generally in years 2–4 from grant . |
Equity Ownership Policies
| Policy | Requirement / Restriction |
|---|---|
| Executive Ownership Guidelines | 5x base salary ($5,000,000 for Ms. Lee); compliance expected within 5 years; all NEOs compliant/expected compliant . |
| Hedging/Pledging | Hedging prohibited; pledging prohibited without General Counsel approval . |
Investment Implications
- Alignment: High equity mix with multi-year vesting, stringent clawbacks, and strict hedging/pledging prohibitions support long-term shareholder alignment and reduce misalignment risk .
- Retention and selling pressure: Material unvested equity ($12.14mm as of 12/31/2024) with scheduled vest dates through 2028 implies continued retention incentives; change-in-control or without-cause termination would accelerate delivery, representing event-driven liquidity risk .
- Pay-for-performance: Incentives tied to company-wide results and multi-year peer-relative assessment, with strong say-on-pay support (84.6%) and competitive benchmarking—reduces risk of discretionary misalignment but retains judgment-based flexibility crucial in advisory businesses .
- Governance: No contractual severance; robust non-compete/non-solicit and clawback constructs; these features lower severance leakage risk and reinforce conduct standards—favorable for shareholders .