Julie Hong
About Julie Hong
Julie Hong (age 44) has served as a director of TPG RE Finance Trust, Inc. since May 2022. She is a partner at TPG, global co‑head of the firm’s client and capital formation business, and head of TPG’s equity capital markets business; since joining TPG in 2013, she has driven more than 230 equity transactions raising over $80 billion. She previously was a Director in Equity Capital Markets at Bank of America Merrill Lynch and holds a B.A. in Economics, cum laude, from Harvard University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bank of America Merrill Lynch | Director, Equity Capital Markets | Prior to 2013 (years not specified) | Equity capital markets execution experience |
| TPG | Partner; Global Co‑Head Client & Capital Formation; Head Equity Capital Markets | 2013–present | Led 230+ equity transactions raising $80B+ |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Delinea | Director | Current | Technology/cybersecurity board role |
| Univision Communications | Director | Prior | Media company board |
| TPG Pace Tech Opportunities Corp | Director | Prior | SPAC board |
| TPG Pace Solutions Corp | Director | Prior | SPAC board |
Board Governance
- Independence: The board has determined that independent directors are Gillmore, Schuster, Silverstein, and Smith; Hong is not listed as independent, consistent with her TPG partner status .
- Committee memberships: Hong is not on any standing committee. Audit: Gillmore (Chair), Silverstein, Smith ; Compensation: Silverstein (Chair), Gillmore, Schuster, Smith ; Nominating & Corporate Governance: Smith (Chair), Gillmore, Schuster, Silverstein .
- Attendance: In 2024, the board met 8 times; committees met Audit (4), Nominating (2), Compensation (3). Each director attended at least 75% of the applicable meetings, and all directors attended the May 14, 2024 annual meeting .
- Lead Independent Director: Bradley Smith serves as Lead Independent Director, chairing executive sessions of independent directors .
- Director stock ownership guidelines: Directors must own at least $200,000 of TRTX stock within five years of first election; Hong’s five‑year window runs from her May 2022 election (to 2027) .
- Anti‑hedging: Company policy prohibits hedging/monetization transactions and pledging via derivatives; exceptions are limited to standard equity award holdings/exercises .
Fixed Compensation
| Year | Cash Retainer ($) | Committee Member Fees ($) | Committee Chair Fees ($) | Equity Grants | Grant Date | Shares/Units | Grant Date Fair Value ($) | Vesting |
|---|---|---|---|---|---|---|---|---|
| 2024 | $0 | $0 | $0 | RSUs (services benefiting TRTX) | 12/27/2024 | 14,415 | $121,086 | Ratable over 4 annual installments each June 30 following grant |
Notes:
- Non‑management directors generally receive a $217,500 base fee, plus committee fees; Hong did not receive cash or standard board equity compensation, but received RSUs for services benefiting the Company .
Performance Compensation
| Component | Performance Metrics | Vesting Trigger | Notes |
|---|---|---|---|
| RSUs (2024 grant) | None disclosed | Time‑based (4 annual installments) | RSUs granted for services benefiting the Company; no performance criteria disclosed for director awards . |
Other Directorships & Interlocks
| Linked Entity | Relationship to TRTX | Potential Interlock/Conflict Consideration |
|---|---|---|
| TPG & Affiliates | Hong is a TPG partner; TRTX is externally managed by TPG RE Finance Trust Management, L.P. | External management structure with base/incentive fees; requires robust independent oversight |
| TPG Funds | Hold 7,086,779 shares (8.8%); Hong disclaims beneficial ownership of TPG Funds holdings | Significant sponsor ownership; related‑party governance considerations |
| SOP 2 Management, LLC | TPG affiliate engaged for asset management services; $1.4M expenses in 2024 | Related‑party transaction; subject to quarterly audit committee review |
Expertise & Qualifications
- Capital markets: Global co‑head of client & capital formation; head of equity capital markets; led 230+ equity transactions raising $80B+ .
- Prior ECM experience at Bank of America Merrill Lynch .
- Education: B.A. Economics, cum laude, Harvard University .
- Strategic advisory to TRTX board/management on equity/debt capital markets execution .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Components/Notes |
|---|---|---|---|
| Julie Hong | 33,022 | <1% | Disclaims beneficial ownership of TPG Funds’ shares |
| Outstanding RSUs (as of 12/31/2024) | 28,568 | n/a | RSUs vest ratably over four years (June 30 schedule) |
| Stock Ownership Guideline | $200,000 required within 5 years of first election | n/a | Five‑year window from May 2022 per guideline |
| Pledging/Hedging | Prohibited per policy | n/a | Anti‑hedging/monetization transactions barred |
Governance Assessment
- Independence and committee influence: Hong is not an independent director and holds no committee seats, limiting direct participation in independent oversight functions. Given TRTX’s external management by a TPG affiliate and TPG Funds’ 8.8% stake, Hong’s TPG affiliation represents a structural conflict that is mitigated by independent committees and a Lead Independent Director, but remains a governance sensitivity for investors .
- Attendance and engagement: Meets ≥75% attendance threshold and attended the 2024 annual meeting, indicating baseline engagement .
- Compensation alignment: For 2024, her compensation was 100% equity RSUs for services benefiting TRTX (no cash retainer or committee fees), vesting time‑based without disclosed performance metrics—alignment via stock but limited pay‑for‑performance linkage at the director level .
- Ownership alignment: Beneficial ownership of 33,022 shares and 28,568 outstanding RSUs; guideline requires $200,000 of stock within five years of election (by 2027). Compliance status versus guideline value is not disclosed; anti‑hedging policy supports alignment by prohibiting hedging/monetization .
- Related‑party exposure: External management agreement (base 1.50% of “Equity” or $250k minimum; $5.1M accrued management fees at 12/31/2024; $1.5M reimbursed expenses; no incentive fee in 2024) and SOP affiliate services ($1.4M in 2024) highlight ongoing related‑party transactions; company has a formal related‑party transaction policy requiring independent review/approval and quarterly audit committee review, which is positive but does not eliminate conflict risk .
- Shareholder signals: 2024 Say‑on‑Pay approval of 97.7% suggests broad support for overall compensation framework, albeit focused on executives; not directly indicative of director‑level pay practices .
RED FLAGS: Not independent; sponsor affiliation (TPG) amid external management and material related‑party transactions; absence of performance metrics on director equity; concentration of committee roles among independent directors without Hong’s participation .