Jeffery C. Walraven
About Jeffery C. Walraven
Jeffery C. Walraven is Executive Vice President and Chief Financial Officer of Sachem Capital Corp. (SACH) effective September 1, 2025, having served as Interim CFO since December 13, 2024; he previously joined the Board in August 2024 and resigned from the Board upon his permanent CFO appointment . He is 56 years old and brings extensive public company accounting, capital markets, and real estate experience, including prior CFO and assurance partner roles; he holds a B.S. in Financial Management (Bob Jones University) and an M.P.A. in professional accountancy (Clemson University) and is a former CPA . During the interim CFO period, he was compensated at $62,500 per month on a month‑to‑month independent contractor basis, with no Board pay while serving as CFO . No company TSR, revenue growth, or EBITDA growth metrics tied to Mr. Walraven’s compensation are disclosed.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| MedEquities Realty Trust, Inc. (NYSE: MRT) | EVP & Chief Financial Officer | 2014–2019 | Company sold to Omega Healthcare Investors in May 2019; extensive public REIT finance and markets experience . |
| BDO USA, LLP | Assurance Partner; Managing Partner (Memphis office) | 2007–2014 (Managing Partner from Jan 2013) | Led public company audit/consulting for real estate clients; SEC reporting expertise . |
| Sachem Capital Corp. | Director | Aug 2024–Sept 2025 | Joined Board via refresh process; resigned upon CFO appointment . |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| Freehold Properties, Inc. (private REIT) | Co‑Founder & Chief Operating Officer | May 2019 | Specialty industrial/retail real estate; net lease financing . |
| Broad Street Realty, Inc. (OTCQX: BRST) | Independent Director & Audit Committee Member | Sept/Oct 2023 | Grocery‑anchored retail/mixed‑use REIT . |
| Insight Medical Realty, GP & LLP | Member/Partner & Chief Investment Officer | Mid‑2023 | Healthcare real estate investments; no external capital or assets yet (as of employment agreement schedule) . |
| Highway 31 Advisors | Co‑Founder & 50% Partner | N/A | Private consulting firm (accounting/finance/capital markets); currently no engagements . |
| Raven’s Nest Holdings, LLC | 50/50 Member | N/A | Family holding company; ventures include Cooper’s Garage and Raven’s Nest Golf . |
Fixed Compensation
| Component | Amount | Period/Effective Date | Notes |
|---|---|---|---|
| Base Salary | $600,000 per year | Effective Sept 1, 2025 | Subject to periodic review; paid per usual payroll practices . |
| Interim CFO Monthly Compensation | $62,500 per month | Effective Dec 13, 2024 (month‑to‑month) | Independent contractor; terminable by either party with notice by 15th of month . |
| Sign‑On Cash | $50,000 | Sept 2025 | Paid upon execution of Employment Agreement . |
| Director Fees (cash) | $42,500 | Aug 21–Dec 12, 2024 | Director chose cash option at re‑election; ceased Board pay once appointed Interim CFO . |
| Interim CFO Pay (partial month) | $31,250 | Dec 13–Dec 31, 2024 | Paid for the partial month post appointment as Interim CFO . |
Performance Compensation
| Incentive | Metric/Type | Target/Weighting | Actual (latest disclosed) | Payout Timing | Vesting/Terms |
|---|---|---|---|---|---|
| Annual Cash Bonus | Discretionary (Compensation Committee) | Target 50% of base salary | Not disclosed | On or about March 31 each year; must be employed on payment date | Determined annually in sole discretion per plan . |
| Annual Long‑Term Equity | Time‑based RS (Restricted Stock) | Target grant date fair value $250,000 | Not disclosed | Granted annually | Vests in equal annual installments over three years, subject to continued employment . |
| One‑Time Equity Award | Time‑based RS | $300,000 grant date fair value | Granted Sept 3, 2025 | Granted on/around Effective Date | Cliff vests 100% on third anniversary of grant (Sept 3, 2028), subject to continued employment . |
Equity Awards – Grant Detail
| Grant Type | Grant Date | Number of Shares | Grant Date Fair Value | Vesting | Acceleration | Dividends/Restrictions |
|---|---|---|---|---|---|---|
| Restricted Stock (one‑time award) | Sept 3, 2025 | 236,220 | $300,000 | 100% on Sept 3, 2028 (cliff) | 100% vest if terminated by Company without Cause or by Executive for Good Reason; Change‑in‑control governed by Plan §11 . | |
| Annual LT Equity (target) | Annual | N/A | $250,000 target each year | Equal annual installments over 3 years | Not specifically disclosed beyond plan terms | RS not transferable/pledge prior to vesting; dividends paid currently on time‑based RS; performance‑based RS dividends accrue . |
Equity Ownership & Alignment
| Item | Amount/Description | As‑Of | Notes |
|---|---|---|---|
| Beneficial Ownership (Common Shares) | 20,000 shares (<1%) | April 30, 2025 | Listed in Security Ownership table; <1% of 47,310,139 shares outstanding . |
| Unvested RS (granted) | 236,220 shares | Sept 3, 2025 | Cliff vests Sept 3, 2028; forfeiture/acceleration terms as noted above . |
| Pledging/Hedging | RS may not be sold, assigned, transferred, pledged or encumbered prior to vesting | Award terms | Transfer restrictions apply until vest; dividends paid currently on time‑based RS . |
| Ownership Guidelines | Not disclosed | N/A | No specific stock ownership multiple disclosed for CFO in filings reviewed. |
Employment Terms
- At‑will employment: employment may be terminated by either party at any time, subject to Agreement terms .
- Location: two weeks per month in Branford, CT office; otherwise remote from Franklin, TN or other U.S. locations as reasonably determined by CEO/Board .
- Severance economics (termination without Cause or resignation for Good Reason):
- Lump sum equal to 2x (Base Salary + average Annual Bonus over last 3 years or tenure average), paid within 60 days (subject to 409A timing if spanning calendar years) .
- Pro‑rata Annual Bonus for year of termination, payable on schedule with other executives, by March 31 of following year (or later if administratively impracticable per Treas. Reg. §1.409A‑1(b)(4)(ii)) .
- RS acceleration: 100% vest upon termination without Cause or for Good Reason per Award Agreement; change‑in‑control vesting governed by Plan §11 .
- Separation Agreement required; payments cease upon breach of continuing obligations .
- Non‑compete/non‑solicit and confidentiality: separate Employee Confidential Information, Inventions, Non‑Solicitation and Non‑Competition Agreement effective Sept 1, 2025 (Exhibit A) .
- Board service: resigned from Board upon permanent CFO appointment; no Board compensation while serving as CFO .
Governance and Committee Involvement
- Upon interim CFO appointment, resigned from Audit, Compensation, and Nominating & Corporate Governance Committees; remained on Board without compensation during interim CFO tenure .
- Board refresh process led to his appointment in August 2024; independence under NYSE rules suspended during interim executive service and would have resumed if CFO remained interim less than one year; he later became permanent CFO and resigned from Board .
Compensation Program Context (Company)
- Compensation Committee retained Farient Advisors, LLC in 2024 to develop peer group and advise on executive compensation competitiveness and fairness .
- Smaller Reporting Company scaled disclosure utilized for 2024 executive compensation .
Investment Implications
- Retention alignment: The 236,220‑share cliff RSU vest in Sept 2028 and annual time‑based grants vest over three years, creating multi‑year retention hooks; 100% acceleration if terminated without Cause or for Good Reason mitigates involuntary separation risk but reduces forfeiture leverage .
- Near‑term selling pressure: Minimal through vesting due to transfer/pledge restrictions; potential supply event post‑September 2028 upon cliff vest if liquidity is sought .
- Pay‑for‑performance visibility: Annual bonus target is formulaic (50% of base), but specific performance metrics are not disclosed, indicating discretionary elements and limited transparency for investors evaluating incentive alignment .
- Skin‑in‑the‑game: Current reported beneficial ownership was 20,000 shares (<1%) as of April 30, 2025; unvested RS of 236,220 shares provides prospective alignment upon vesting, but present‑day economic ownership remains modest .