John Alschuler
About John H. Alschuler
Lead Independent Director of SL Green Realty Corp. (SLG), age 77, serving on the Board since 1997 and Lead Independent Director since 2010. He is Executive Chairman of Therme Group US (since 2022), former Chair of HR&A Advisors (2008–2021), and adjunct associate professor at Columbia University’s Graduate School of Architecture, Planning & Preservation; he holds a B.A. from Wesleyan University and an Ed.D. from the University of Massachusetts Amherst .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| HR&A Advisors Inc. | Chair | 2008–2021 | Economic development and real-estate public policy consulting leadership |
| Columbia University (GSAPP) | Adjunct Associate Professor | Not disclosed | Teaches real estate development |
| Various NYC-focused non-profits | Director | Not disclosed | Center for an Urban Future; Friends of the High Line; Sag Harbor Cinema Arts Center |
External Roles
| Organization | Type | Role | Tenure | Notes |
|---|---|---|---|---|
| Xenia Hotels & Resorts, Inc. | Public company | Director | Since 2015 | Board service at lodging REIT |
| The Macerich Company | Public company | Director | Since 2015 | Board service at retail REIT |
| Therme Group US | Private | Executive Chairman | Since 2022 | Designs/operates large-scale well-being facilities |
Board Governance
- Independence and leadership
- Determined independent under NYSE standards; serves as Lead Independent Director with robust responsibilities (agenda-setting with Chair/CEO, liaison role, presiding at executive sessions, ability to retain advisors, etc.) .
- Committee assignments (current/anticipated)
- Compensation Committee (Member); Nominating & Corporate Governance Committee (Member); Executive Committee (Member) .
- Meetings and attendance
- 2024 meetings: Board (5), Audit (13), Compensation (3), Nominating & Corporate Governance (1), Executive (0). All directors attended ≥75% of their meetings in 2024 .
- ESG oversight
- Nominating & Corporate Governance Committee (of which he is a member) oversees ESG-related strategy and risk .
- Stockholder engagement
- Board (through committee chairs/independent directors) engaged investors after 2024 say‑on‑pay; extensive outreach metrics disclosed .
| Committee | Role | 2024 Meetings |
|---|---|---|
| Compensation Committee | Member | 3 |
| Nominating & Corporate Governance Committee | Member | 1 |
| Executive Committee | Member | 0 |
Fixed Compensation
| Component (Non-Employee Directors, 2024) | Amount | Notes |
|---|---|---|
| Annual cash retainer | $50,000 | Standard director cash retainer |
| Lead Independent Director retainer | $70,000 | Additional cash retainer for Lead Independent Director |
| Committee chair retainers | $25,000 (Audit); $20,000 (Comp); $5,000 (NCGC) | If serving as chair (not applicable to Alschuler in 2024) |
| Meeting fees | $1,500 per Board/committee meeting; $4,000 for special Audit meetings | Paid quarterly; may be taken in stock and/or deferred |
| John H. Alschuler – 2024 Cash Received | Amount |
|---|---|
| Fees Earned or Paid in Cash | $132,000 |
| Of which deferred (election) | $60,000 (Non‑Employee Directors’ Deferral Program) |
- Deferral mechanics: Directors may defer up to 100% of fees/stock into phantom stock units or measurement fund credits; dividend equivalents on phantom stock units may be paid or reinvested; distributions upon termination or change in control per program terms .
Performance Compensation
| Component (Non-Employee Directors, 2024) | Amount/Terms | Vesting/Restrictions |
|---|---|---|
| Annual equity grant (stock) | $235,000 grant-date fair value | Fully vested on grant date; directors can elect to defer into phantom stock units; dividend equivalents per program rules |
| John H. Alschuler – 2024 Equity | Amount |
|---|---|
| Stock Awards (grant-date value) | $235,000 |
| Option Awards | $0 (none granted to directors) |
Director compensation program has been unchanged since 2019, when the annual stock grant value was reduced from $300,000 to $235,000 and the Lead Independent Director cash retainer reduced from $85,000 to $70,000 .
Other Directorships & Interlocks
| Company | Sector | Role | Potential Interlocks/Conflicts |
|---|---|---|---|
| Xenia Hotels & Resorts, Inc. | Lodging REIT | Director | No SLG-related related‑party transactions disclosed; no compensation committee interlocks reported for SLG |
| The Macerich Company | Retail REIT | Director | No SLG-related related‑party transactions disclosed; no compensation committee interlocks reported for SLG |
Expertise & Qualifications
- Commercial real estate and NYC market expertise; inter-governmental relations; decades of experience across cycles .
- Academic credentials and teaching in real estate development, bridging policy and practice .
- Public company governance experience across multiple REIT boards .
Equity Ownership
| Security | Beneficial Ownership | % of Class | Source/Notes |
|---|---|---|---|
| Common Stock | 585 shares | <1% | As of March 31, 2025 |
| Common Stock + OP Units + LTIP Units (combined) | 17,081 | <1% (of combined common stock and units) | As of March 31, 2025 |
| Series I Cumulative Redeemable Preferred Stock | 0 | N/A | Only executives listed as holders; directors hold none unless listed |
Additional alignment and policy considerations:
- Stock ownership guidelines: Non‑employee directors must hold equity equal to 5x the annual cash retainer .
- Hedging/pledging prohibited: Insider trading policy bans hedging, pledging and short sales by directors .
- 2024 deferral: Alschuler deferred $60,000 of cash fees into the deferral program, increasing equity linkage (phantom stock units/measurement credits) .
Governance Assessment
Strengths/signals supporting investor confidence
- Lead Independent Director with clearly defined authorities that enhance independent oversight during periods when the Chair is not independent .
- Objective independence determination under NYSE standards; sits on key oversight committees (Compensation; Nominating & Corporate Governance; Executive) .
- Board/committee engagement evident: all directors met ≥75% attendance thresholds; committee activity aligns with risk, audit, compensation and ESG oversight .
- Director pay structure emphasizes equity alignment (annual stock grant, optional deferral into phantom stock units) and has been restrained/reduced since 2019 .
Watch items/red flags
- Section 16(a) filing timeliness: Alschuler filed a late Form 4 for a January 23, 2024 cash settlement of phantom stock units; the transaction was reported on January 31, 2025 (administrative lapse rather than trading violation) .
- Long tenure (since 1997) may raise routine “refreshment/entrenchment” scrutiny; Board notes ongoing refreshment (new independent additions in 2022 and 2025) .
- Multiple public boards (Xenia, Macerich) require time‑commitment monitoring, though no SLG-related interlocks or related‑party transactions were disclosed and the proxy reports no Compensation Committee interlocks .
Director Compensation (detail)
| Metric | 2024 |
|---|---|
| Fees Earned or Paid in Cash ($) | $132,000 |
| Stock Awards ($) | $235,000 |
| Option Awards ($) | — |
| All Other Compensation ($) | — |
| Total ($) | $367,000 |
Program design (cash/equity mix, terms)
- Annual cash retainer $50,000; Lead Independent Director add’l $70,000; meeting fees $1,500; special Audit meetings $4,000 .
- Annual stock grant: $235,000 (fully vested at grant; directors may elect to defer into phantom stock units with dividend equivalents under the Non‑Employee Directors’ Deferral Program) .
- Director compensation reviewed in Dec 2024; no changes implemented .
Compliance, Related-Party & Policies
- Related-party transactions policy: Nominating & Corporate Governance Committee reviews/approves all related‑party transactions; no Alschuler‑specific related transactions disclosed .
- Say‑on‑pay and investor feedback: Board/committee engagement with investors; compensation program changes for executives responsive to feedback (context for Compensation Committee oversight where Alschuler serves) .
- Compensation Committee independence and advisors: Independent members (including Alschuler) retained independent consultants (Gressle & McGinley; Ferguson Partners) in 2024; no interlocks reported .
Summary View for Investors
- Alschuler brings deep NYC real estate and governance expertise, long institutional memory, and structured independent leadership as Lead Independent Director—positives for oversight in a complex cycle .
- Alignment is adequate via equity grants/deferral program and 5x retainer ownership guidelines; direct reported common share count is modest, but broader combined units and anti‑hedging/pledging policies mitigate misalignment risk .
- Monitor administrative compliance hygiene (late Form 4) and cumulative time commitments across two other public boards; no related‑party conflicts disclosed .