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Jonathan Pollack

Vice Chairman at STARWOOD PROPERTY TRUST
Board

About Jonathan Pollack

Jonathan Pollack (age 48) is President of Starwood Capital Group effective April 1, 2025, and was appointed to Starwood Property Trust’s Board effective April 1, 2025; he will serve as Vice Chair of the Board and sit on the Investment Committee. He is not an independent director due to his executive role at Starwood Capital Group, the external manager to STWD. Pollack holds a BA in Economics from Northwestern University and previously served as Global Head of Real Estate Credit at Blackstone Inc. .

Past Roles

OrganizationRoleTenureCommittees/Impact
Blackstone Inc.Global Head of Real Estate Credit; member of Real Estate Executive, Investment and Operating Committees2016–2024 (joined 2015)Led global real estate credit platform; committee participation indicates broad governance responsibility
Deutsche BankManaging Director and Global Head of Commercial Real Estate2011–2015 (joined 1999)Led commercial real estate; global transaction leadership

External Roles

OrganizationRoleTenureNotes
Starwood Capital GroupPresidentEffective Apr 1, 2025Affiliate of STWD’s external Manager; creates related-party exposure at STWD
Blackstone Mortgage Trust, Inc.Director (former)Prior to 2025Former board of a commercial mortgage REIT peer
East Harlem Tutorial ProgramBoard of TrusteesCurrentNon-profit governance experience

Board Governance

  • Committee memberships: Investment Committee member (effective Apr 1, 2025). Not a member of Audit, Compensation, or Nominating committees per 2025 proxy committee rosters.
  • Vice Chair of the Board (effective Apr 1, 2025).
  • Independence: Not independent due to his role as President of Starwood Capital Group. The Board maintains a majority of independent directors overall.
  • Attendance: The Board met four times in 2024 and all directors then serving attended at least 75% of meetings; Pollack joined in 2025 (no 2024 attendance data).
  • Executive sessions: Regular executive sessions of non-executive and independent directors; presided over by Lead Independent Director.
  • Ownership guidelines: Board guideline equals at least 3x the cash retainer; restricted stock may count. Application to executive directors (who do not receive retainers) is not specified.

Fixed Compensation

ComponentAmountNotes
Annual Board Cash Retainer$0Executive directors (employees of Starwood Capital Group or affiliates) do not receive Board compensation.
Committee Fees$0Executive directors do not receive Board/committee fees.
Equity Retainer (Director)$0Non-executive directors receive equity; executive directors do not.

Context: In 2024, non-executive directors received $110,000 cash retainer plus role-based fees and a $140,000 restricted stock grant (6,870 shares at $20.38), increased to $150,000 equity retainer for 2025. Pollack is not eligible for these director fees as an executive director.

Performance Compensation

  • No performance-linked director compensation disclosed for Pollack; executive directors at STWD do not receive director compensation. STWD maintains a Clawback Policy for executive officers adopted Nov 1, 2023, but directors are not covered as executive officers unless designated.

Other Directorships & Interlocks

CompanyRoleInterlock/Conflict Considerations
Blackstone Mortgage Trust, Inc.Former DirectorPeer mREIT in commercial real estate lending; prior affiliation may inform expertise but not an ongoing interlock.
Starwood Capital GroupPresidentSCG is STWD’s external Manager under a related-party Management Agreement; creates non-independence and potential conflicts.

Expertise & Qualifications

  • Commercial real estate credit leadership across Blackstone and Deutsche Bank; experience spans lending, securitization, and portfolio risk.
  • Governance experience via committee roles at Blackstone’s Real Estate business and prior board service at a public mREIT.
  • Academic credentials in Economics (Northwestern University).

Equity Ownership

MetricValueAs-ofNotes
Beneficial Ownership (Shares)0 —Mar 3, 2025Appointment to Board on Mar 17, 2025; began holding office Apr 1, 2025.
Ownership % of Shares Outstanding<1% (*)Mar 3, 2025Shares outstanding: 337,742,817.

(*) Less than 1% as defined in proxy ownership table.

Governance Assessment

  • Non-independence and affiliate leadership: Pollack is not independent due to being President of Starwood Capital Group, STWD’s external Manager, and will serve as Vice Chair and Investment Committee member—this concentration elevates conflict risk on capital allocation and related-party transactions.
  • Related-party environment: STWD pays base management fees (1.5% of shareholders’ equity) and incentive fees to the Manager; equity grants have been awarded to the Manager (e.g., 1.35 million RSUs in Mar 2025). Board practice is to have non-executive directors approve related-party transactions, and certain executives recuse (e.g., management agreement approval).
  • Investment Committee oversight: Committee reviews proposed investments ≥$250M of equity; Pollack’s presence on the committee should be balanced by independent director oversight given multiple recent affiliate transactions (e.g., Miami Beach condo loan with Manager affiliate GP; multifamily trust with affiliate borrowers).
  • Ownership alignment: As of the record date, Pollack held no STWD shares; initial optics suggest limited “skin in the game” until ownership is established. Director equity guidelines are set at 3x cash retainer, but executive directors do not receive retainers or director equity grants, complicating guideline application.
  • Board safeguards and positives: Majority independent Board, Lead Independent Director structure, regular executive sessions, and stated practices for related-party approval mitigate—but do not eliminate—conflict risk.
  • Policies supporting investor confidence: Anti-hedging and insider trading policies, audit committee independence, and ESG risk oversight frameworks are in place at the Board level.

RED FLAGS

  • Non-independent director with senior role at STWD’s external Manager (structural conflict).
  • Investment Committee membership alongside extensive related-party transactions (heightened oversight needed).
  • Zero share ownership as of record date (near-term alignment gap).
  • Ongoing incentive fee and equity awards to Manager (pay structure may incentivize risk-taking; requires independent scrutiny).

Signals that partially mitigate

  • Independent director majority, recusal practices for conflicted approvals, and explicit related-party review framework.
  • Regular executive sessions and Lead Independent Director role.