Thomas Lorenzini
About Thomas Lorenzini
Thomas J. Lorenzini, age 58, serves as President (since 2021) and Chief Investment Officer (since 2023) of Seven Hills Realty Trust (SEVN). He is a senior vice president at both The RMR Group LLC and Tremont Realty Capital LLC, with over two decades in commercial real estate credit and capital markets, including prior roles at Finova Realty Capital and Belgravia Realty Capital. SEVN’s compensation framework for named executive officers is equity-centric (time-based share awards) with no company-paid salary or bonus; executives are employed and cash-compensated by RMR/Tremont, and SEVN confers equity under its 2021 Equity Plan with five-year ratable vesting and single-trigger acceleration upon defined change-in-control or “Termination Event” (manager change) .
Company Performance During Lorenzini’s Tenure
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Net Income ($000s) | $27,640 | $25,965 | $17,820 |
| Total Shareholder Return (Value of $100) | $96.27 | $156.09 | $175.14 |
| Benchmark Outperformance Note | SEVN outperformed FTSE Nareit Mortgage Commercial Financing Index by >20% in 2024 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Seven Hills Realty Trust | President | 2021–present | Leads underwriting/portfolio management; equity-award driven alignment |
| Seven Hills Realty Trust | Chief Investment Officer | 2023–present | Oversees credit/investment strategy in floating-rate mortgage portfolio |
| Tremont Mortgage Trust | President | Jan 2021–Sep 2021 | Led until merger with SEVN (Sep 2021) |
| Tremont Realty Capital LLC | Senior VP; previously VP; MD Capital Markets; Senior Director Capital Markets | 2016–present (various roles) | Built/managed CRE lending and capital markets platform |
| RMR Advisors LLC | Vice President | 2020–Jan 2021 | Transitioned into Tremont upon merger, strengthening shared services |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Finova Realty Capital | Midwest Regional Director | Prior to 2000 | Regional originations leadership in CRE lending |
| Belgravia Realty Capital | Senior Director | Prior to Finova (pre-2000) | CRE capital markets and deal execution |
| Tremont predecessor business | Founding Member | Pre-2000 | Platform formation and early market development |
Fixed Compensation
SEVN does not pay salary or cash bonus to named executive officers; cash compensation is paid by RMR/Tremont (individual amounts not disclosed). SEVN pays equity and distributions on unvested shares.
| Component | 2023 | 2024 |
|---|---|---|
| Company-Paid Salary | $0 | $0 |
| Company-Paid Bonus | $0 | $0 |
| Stock Awards (Grant-Date Fair Value) | $38,325 | $54,999 |
| Cash Distributions on Unvested Shares | $7,531 | $9,275 |
| Third-Party Cash Compensation (RMR/Tremont) – Aggregate for NEOs (Salary; Bonus) | Salary $713,685; Bonus $764,500 (aggregate; not broken out by person) | Salary $713,685; Bonus $764,500 (aggregate; not broken out by person) |
Notes:
- SEVN’s named executive officers “are not employed by us” and receive cash pay from RMR/Tremont; SEVN provides equity awards only .
- No stock options are currently granted to named executive officers .
Performance Compensation
Time-based restricted share awards (no PSUs/options). Vesting: 20% on grant date; 20% annually on each of the next four anniversaries, subject to continued service; dividends/distributions paid on both vested and unvested shares; single-trigger acceleration upon “Change in Control” or “Termination Event” (manager change) .
| Award Year | Grant Date | Unvested Shares at 12/31/2024 (#) | Market Value at 12/31/2024 ($) | Vesting Schedule | Grant-Date Fair Value ($) |
|---|---|---|---|---|---|
| 2021 | Oct 1, 2021 | 726 | $9,156 | 20% grant; 20% on next 4 anniversaries | n/a |
| 2022 | Sep 14, 2022 | 1,400 | $18,312 | As above | n/a |
| 2023 | Sep 13, 2023 | 2,100 | $27,468 | As above | $38,325 |
| 2024 | Sep 11, 2024 | 3,244 | $42,432 | As above | $54,999 |
Change-in-Control/Termination Event economics:
- Unvested shares that would vest upon event (as of 12/31/2024): 7,444; Value realized: $97,368 .
- Definitions and single-trigger acceleration terms detailed in Annex A of the Second Amended and Restated 2021 Equity Compensation Plan .
Grant timing and plan capacity:
- Officers’ awards considered on a regular schedule in September; trustees receive awards after annual meeting; awards not timed to MNPI disclosures .
- Plan capacity at 12/31/2024: 57,466 shares remaining; proposed increase to 1,050,000 total shares under the Second Amended and Restated plan (subject to shareholder approval) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of Mar 12, 2025) | 17,954 Common Shares; Less than 1% of outstanding |
| Unvested Shares (as of 12/31/2024) | 7,444 |
| Estimated Vested Shares (Beneficial – Unvested) | ~10,510 (17,954 – 7,444; derived from disclosed figures) |
| Options (Exercisable/Unexercisable) | None granted under current practice |
| Pledging/Hedging | Hedging prohibited by Insider Trading Policy; share award agreements/plan restrict transfers and pledges except as permitted; blackout periods and pre-clearance apply |
| Ownership Guidelines (Executives) | Not disclosed (trustee guidelines exist; executive guidelines not specified) |
Employment Terms
| Term | Disclosure |
|---|---|
| Employment Relationship | Not employed by SEVN; employed and cash-compensated by RMR/Tremont; SEVN confers equity |
| Officer Status | President since 2021; Chief Investment Officer since 2023 |
| Contract Term/Expiration | Not disclosed; officers serve at Board discretion |
| Severance/Multiples | Not disclosed by SEVN; equity acceleration upon Change in Control or Termination Event per plan |
| Non-Compete/Non-Solicit/Garden Leave | Not disclosed |
| Clawback | Not disclosed |
| Insider Trading Controls | Blackouts; pre-approval for certain transactions; hedging prohibited |
Compensation Committee Analysis
- Composition and activity: Independent trustees; 4 meetings in 2024; administers the equity plan and evaluates manager (Tremont) performance .
- Plan redesign and sizing: Ferguson Partners provided input on design and share pool sizing for the Second Amended and Restated 2021 Equity Compensation Plan .
- Burn rate and overhang: FY2024 burn rate 0.81%; three-year average 0.84%; overhang 5.10% at 12/31/2024 (incl. unvested restricted stock and available shares; assumes approval of additional 550,000 shares) .
Performance & Track Record
- Portfolio and returns: 2024 net income $17.8m and distributable earnings $21.3m; outperformed FTSE Nareit Mortgage Commercial Financing Index by >20% in 2024; portfolio comprised 21 floating-rate first mortgages with $641m commitments, weighted average coupon 8.2%, all-in yield 8.6%, LTV 67%, and weighted average maximum maturity 2.6 years .
- Financing/liquidity: SEVN extended and upsized repo facilities with UBS ($250m; maturity to Feb 2026), Wells Fargo (to Mar 2026), and Citi (to Sep 2026), supporting portfolio capacity and duration .
Investment Implications
- Pay-for-performance alignment: Equity is time-based with no option leverage; payouts hinge on continued service, which moderates risk-taking incentives but lacks explicit performance metrics (no PSUs), placing alignment primarily on absolute TSR and long-term share ownership .
- Vesting and potential selling pressure: Annual September grants and five-year ratable vesting create predictable vesting events; unvested shares of 7,444 with $97,368 value at 12/31/2024 imply potential supply upon vesting or change-in-control/manager change acceleration; monitoring Form 4 filings around September and vest dates is prudent .
- Retention risk: Equity awards with ongoing vesting and single-trigger acceleration upon “Termination Event” (if Tremont ceases to be manager) incentivize continuity with the current manager; a manager change could accelerate vesting and alter retention dynamics .
- Ownership “skin in the game”: Beneficial ownership of 17,954 shares (<1% outstanding) reflects alignment via equity awards, but position size is modest versus float; no options outstanding reduces forced selling risk tied to expirations .
- Governance/comp design trajectory: Proposed plan share pool increase (to 1,050,000) and independent consultant involvement indicate continued equity-heavy compensation architecture; burn rate/overhang metrics remain low-to-moderate for a REIT peer set .