Kevin J. Finnerty
About Kevin J. Finnerty
Independent director of Rithm Capital (RITM) since April 2013; current Class II director with term expiring at the 2027 annual meeting; age 70. Veteran mortgage-securitization executive: former Managing Director and head of Residential Mortgage Securities at J.P. Morgan; senior roles at Bear Stearns, UBS, and Freddie Mac. Education: B.S., St. John’s University (Communication Arts), minor in Economics. Mortgage-related securities expertise underpins his board contributions across audit oversight, compensation governance, and nominations.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Mariner Investment Group | Employee | 2005 – Dec 2024 | Mortgage/credit investing experience |
| Galton Capital Group | Founding Partner | Not specified | Residential mortgage credit fund manager |
| Mariner F.I. Capital | Founder & Managing Partner (former) | Not specified | Agency MBS strategies |
| J.P. Morgan Securities Inc. | MD; Head of Residential Mortgage Securities | 1999 – 2005 | Built/runs RMBS platform |
| Freddie Mac | Senior Vice President | 1999 | Senior mortgage role |
| Union Bank of Switzerland (UBS) | Head, MBS Department | 1996 – 1998 | Led MBS function |
| Bear Stearns & Co. Inc. | Senior Managing Director; Head, MBS Dept; Board member | 1986 – 1996; board 1993–1996 | Led MBS; firm board exposure |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Drive Shack Inc. (public) | Director | Aug 2005 – May 2019 | Audit; Nominating & Corporate Governance; Compensation Committees |
| Loyola University Maryland | Trustee | 2009 – 2017 | Chair, Endowment Investment Committee |
Board Governance
- Committee assignments (all independent committees): Audit Committee member; Compensation Committee member (committee report signatory); Chair, Nominating & Corporate Governance Committee.
- Independence status: Board determined Finnerty independent under NYSE Rule 303A; no material relationship with the company.
- Attendance and engagement: Board met 10x in 2024; Audit 7x; Compensation 6x; Nominating 2x; Regulatory 4x. No director attended fewer than 75% of board and assigned committee meetings; all then-current directors attended the 2024 annual meeting.
- Executive sessions: Non-management director executive sessions occur during the year; presiding director rotates among the chairs of Nominating, Audit, and Compensation (as applicable), which includes Finnerty as Nominating Chair.
- Leadership structure: CEO also serves as Chairman; no designated Lead Independent Director.
Fixed Compensation
- Structure: Independent directors receive $275,000 annually, split into $150,000 in common stock (issued after the annual meeting) and $125,000 in December (cash or, at director’s election, stock). Committee chair fees: $20,000 for Audit and Compensation Chairs; $10,000 for Nominating & Corporate Governance Chair; paid half in stock after annual meeting and half in December in cash or stock.
Director compensation (2024 actual):
| Year | Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| 2024 | 130,000 | 155,007 | 285,007 |
Notes:
- 2024 total aligns with the standard annual fee plus Nominating Chair fee. The company reports no options or unvested stock awards for non‑employee directors at 12/31/2024, other than 1,000 legacy options for two other directors (not Finnerty).
Performance Compensation
- No performance-based components are disclosed for non-employee directors. Director pay consists of fixed cash and equity retainers; no option awards granted in 2024 to Finnerty.
Other Directorships & Interlocks
| Company | Status | Details |
|---|---|---|
| Drive Shack Inc. | Prior public company directorship | Director (Aug 2005–May 2019); Audit, Nominating & Corporate Governance, Compensation committees |
| Loyola University Maryland | Non-profit board | Trustee (2009–2017); Chair, endowment investment committee |
- Compensation Committee interlocks: None reported.
Expertise & Qualifications
- Mortgage/securitization domain expertise from senior roles at JPM, Bear Stearns, UBS, and Freddie Mac; investment management experience at Mariner and Galton.
- Long board tenure at RITM since 2013; service across key oversight committees (Audit, Compensation; Chair of Nominating).
- Academic background: B.S. (Communication Arts), minor in Economics, St. John’s University.
Equity Ownership
| Measure | Value |
|---|---|
| Beneficial ownership (as of Apr 9, 2025) | 319,992 shares; less than 1% of class |
| Options/unvested awards at 12/31/2024 | None for non‑employee directors (Finnerty not listed among exceptions) |
| Director stock ownership guidelines | Non‑employee directors must hold stock valued at 4x the cash portion of annual fees; must retain 50% of net-after-tax shares from equity awards until in compliance |
| Hedging/pledging | Company policy prohibits hedging transactions and pledging/margin of company securities for directors, officers, and employees |
Governance Assessment
- Board effectiveness: Finnerty’s deep RMBS and mortgage credit background strengthens financial oversight and risk governance; his roles on Audit and Compensation, and as Nominating Chair, indicate broad engagement in core board functions.
- Independence and attendance: Board affirms his independence; attendance thresholds were met; all then-current directors attended the 2024 annual meeting—positive engagement signals.
- Ownership alignment: Holds 319,992 shares; director guidelines mandate meaningful ownership and retention—combined with anti‑hedge/pledge policy, alignment appears supportive of shareholder interests.
- Potential conflicts/related‑party exposure: No related‑party transactions disclosed for Finnerty; Section 16 filing compliance issues not noted for him.
- Compensation structure: Mix of cash and stock with modest chair premium; no options or performance-based director pay reduces risk of misaligned incentives.
RED FLAGS
- None disclosed specific to Finnerty. Notably, the company combines CEO and Chair roles and has no Lead Independent Director; however, executive sessions are led by rotating independent committee chairs (mitigation).