Patrice M. Le Melle
About Patrice M. Le Melle
Independent director (Class II) of Rithm Capital (RITM) since November 2021; age 66 as of the 2025 proxy. Associate General Counsel at Columbia University (since 2008); prior roles include Administrative Law Judge and Deputy Secretary of State/Counsel to the Secretary of State for New York, corporate associate at Richards O’Neil, and First Deputy General Counsel at Off-Track Betting Corporation. Education: J.D., Rutgers-Newark Law School (Rutgers Law Review editor); B.A., Yale University. The Board identifies her core credentials as government, corporate governance, and data & privacy expertise .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Columbia University | Associate General Counsel | 2008–present | Government, contracts, privacy & data security, sponsored research, real estate |
| New York Department of State | Administrative Law Judge; Deputy Secretary of State and Counsel to the Secretary | Not disclosed | Management/legal advice to Department operations |
| Richards O’Neil (law firm) | Associate (Corporate) | Not disclosed | Corporate law |
| Off-Track Betting Corporation | First Deputy General Counsel | Not disclosed | Legal leadership |
External Roles
| Organization | Role | Tenure | Scope |
|---|---|---|---|
| Columbia University | Associate General Counsel | 2008–present | Government, privacy/data security, contracts, sponsored research, real estate |
Board Governance
- Committee memberships: Nominating & Corporate Governance Committee member (not Chair); committee currently comprises Le Melle, Finnerty (Chair), and Kripalani as of Nov 1, 2024 . In 2023, members were Le Melle, Finnerty (Chair), and Sloves . Initial appointment in 2021 specified Nominating & Corporate Governance membership .
- Independence: Board affirmatively determined Le Melle is independent under NYSE Rule 303A; categorical standards disclosed (reviewed annually) .
- Attendance: In 2023, Board held 13 meetings; no director attended fewer than 75% of aggregate Board/committee meetings; all then-current directors attended the 2023 annual meeting . In 2024, Board held 10 meetings; no director under 75% attendance; all then-current directors attended the 2024 annual meeting .
- Classification/tenure: Class II nominee/elected to serve until the 2027 annual meeting (re-elected in 2024) .
Fixed Compensation
Director pay structure: $275,000 annually, paid semi-annually: $150,000 in shares of common stock (grant based on FMV at issuance), and $125,000 in cash (or common stock at director’s election). Committee chair fees: Audit and Compensation $20,000; Nominating & Corporate Governance and Regulatory $10,000; chair fees paid half in shares after the annual meeting and half in December in cash (or shares at election) .
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Fees Earned or Paid in Cash ($) | 200,000 | 125,000 | 125,000 |
| Stock Awards ($) | 100,010 | 150,001 | 150,004 |
| Option Awards ($) | — | — | — |
| Total ($) | 300,010 | 275,001 | 275,004 |
Notes:
- 2022 totals include Special Committee service fees paid in connection with internalization (Le Melle received $75,000; reflected in totals per footnotes) .
- Independent directors can elect to receive the $125,000 cash portion in stock; no meeting fees; affiliated directors not separately compensated .
Performance Compensation
No performance-linked components (e.g., PSUs/TSR metrics) disclosed for non-employee directors; equity is delivered as full-value common shares, not performance-conditioned awards .
| Performance Metric | Applied to Director Compensation? |
|---|---|
| TSR percentile, revenue/EBITDA goals, ESG goals | None disclosed |
Other Directorships & Interlocks
No other public company directorships disclosed for Le Melle in RITM’s director biography sections; primary external role is Columbia University Associate General Counsel .
Expertise & Qualifications
- Government and corporate governance; data & privacy; large-institution change management .
- Legal training and experience (Rutgers J.D., Yale B.A.) .
Equity Ownership
Director stock ownership guidelines: non-employee directors must accumulate and hold stock valued at four times the annual cash retainer; until achieved, retain at least 50% of net-after-tax shares from equity compensation .
| Metric | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|
| Beneficial Ownership (Shares) | 1,000 | 9,874 | 28,234 (incl. 1,000 options exercisable within 60 days) | 41,846 (incl. 1,000 options exercisable within 60 days) |
| % of Shares Outstanding | <1% | <1% | <1% | <1% |
| Options Outstanding | 1,000 (fully vested) | 1,000 | 1,000 | 1,000 |
Option details: One-time grant of fully-vested options relating to 1,000 shares (granted upon appointment), exercise price $10.85 (Form 4, Dec 15, 2021); options to be settled in cash equal to intrinsic value unless approved to settle in shares [ReadFile: /tmp/insider_trades_20251120_025515.json line 71] (https://www.sec.gov/Archives/edgar/data/1556593/000120919121069758/0001209191-21-069758-index.htm).
Shares pledged/hedged: No pledging/hedging disclosures for directors were identified in proxies; no related-party transactions at appointment (Item 404(a)) .
Insider Trades (Form 4 — Director Awards and Holdings)
| Filing Date | Transaction Date | Type | Quantity | Post-Transaction Ownership | Instrument | SEC Filing |
|---|---|---|---|---|---|---|
| 2021-11-16 | 2021-11-08 | Form 3 | — | 0 | Initial statement | https://www.sec.gov/Archives/edgar/data/1556593/000120919121064755/0001209191-21-064755-index.htm |
| 2021-12-15 | 2021-12-15 | A – Award | 1,000 | 1,000 | Stock Option (right to buy), $10.85 strike | https://www.sec.gov/Archives/edgar/data/1556593/000120919121069758/0001209191-21-069758-index.htm |
| 2023-05-30 | 2023-05-26 | A – Award | 18,360 | 27,234 | Common Stock | https://www.sec.gov/Archives/edgar/data/1556593/000120919123032899/0001209191-23-032899-index.htm |
| 2024-05-29 | 2024-05-24 | A – Award | 13,612 | 40,846 | Common Stock | https://www.sec.gov/Archives/edgar/data/1556593/000189413124000002/0001894131-24-000002-index.htm |
| 2025-05-28 | 2025-05-23 | A – Award | 13,478 | 54,324 | Common Stock | https://www.sec.gov/Archives/edgar/data/1556593/000189413125000002/0001894131-25-000002-index.htm |
Source: Insider-trades skill (Form 4 data), with SEC links above.
Governance Assessment
- Alignment and independence: Clear independence determination; no related-party transactions at appointment; equity-heavy director pay (55% equity, 45% cash) and stock ownership guidelines (4× cash retainer) support alignment .
- Engagement: Strong attendance—no directors under 75% in 2023 or 2024; all directors attended annual meetings; Le Melle serves on Nominating & Corporate Governance across years (continuity suggests ongoing engagement in board composition and governance) .
- Potential red flags: None evident—no pledging noted; no performance-conditioned director equity (typical for REITs/financials); option grant was de minimis (1,000) and fully vested upon appointment, consistent with legacy policy prior to June 30, 2022 .
Additional Program Details (for benchmarking)
- Director compensation program shifted to $275,000 effective June 30, 2022; independent directors may elect stock in lieu of cash for portions of fees; committee chair retainers as noted above .
- Board meetings in 2024: 10; Audit (7), Compensation (6), Nominating & Corporate Governance (2), Regulatory (4) .
- Director election (2024): Le Melle nominated and elected to serve until 2027 annual meeting .
References:
- Director biography, education, roles, independence, committees:
- Compensation program and tables:
- Security ownership tables:
- Attendance and meeting counts:
- Appointment press release/exhibit: