Wendy Silverstein
About Wendy Silverstein
Wendy Silverstein (age 64) has served as an independent director of TPG RE Finance Trust (TRTX) since July 2017. She is a Wharton-trained finance executive (B.S. in Economics, magna cum laude; M.B.A. with distinction) and a Certified Public Accountant, with deep REIT and real estate capital markets expertise built across leadership roles at Vornado Realty Trust, New York REIT, and WeWork, and as founder/investor across multiple advisory platforms. Her recent activities include founding Gapview Ventures and co-founding StacomSilverstein in February 2025, where she serves as Co-CEO. She currently serves on the board of Alexander’s, Inc. .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| StacomSilverstein | Co-Chief Executive Officer (co-founder) | Feb 2025–present | Capital markets advisory across acquisitions, dispositions, debt/equity, restructuring; bespoke investing |
| Gapview Ventures | Founder | Ongoing | Real estate investment and advisory services |
| WeWork | Chief Investment Officer | Aug 2018–Sep 2019 | Led investment function through period of restructuring |
| New York REIT (NYRT) | President & CEO | Mar 2017–Jul 2018 | Led REIT through strategic transition |
| Vornado Realty Trust (VNO) | EVP & Co-Head of Acquisitions & Capital Markets | 1998–2015 | Oversaw debt/equity financings; corporate and asset acquisitions; Investment Committee member, Vornado Capital Partners, L.P. |
| Citicorp/Citibank | Head, Corporate Debt Restructuring Group (Citicorp Real Estate); Leveraged Capital Group (Citibank) | 1990–1998 (headed group 1994–1998); 1986–1990 | Led negotiations/restructurings across airline, hospitality, retail, office, residential sectors; sponsor LBO financing |
| Toys “R” Us, LNR Property LLC, Shuttle, Inc. (d/b/a US Air Shuttle), Alexander’s, Inc. | Director (various) | 1992–2019 (company-specific) | Toys “R” Us board from 2005 LBO to Jan 2019; LNR Property (special servicer); Shuttle, Inc. 1992–1997; Alexander’s, Inc. 1992–1995 |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| Alexander’s, Inc. (NYSE: ALX) | Director | Current | Public company directorship |
| Trinity Church | Independent Advisor (real estate portfolio) | Ongoing | Advisory role (non-issuer) |
| Beit Ruth | Board Member | Ongoing | Non-profit board for at-risk teenage girls in Israel |
| StacomSilverstein | Co-CEO (co-founder) | Feb 2025–present | Capital markets real estate advisory firm |
| Gapview Ventures | Founder | Ongoing | Real estate investment/advisory |
| Silver Eagle Advisory Group | Co-founder | Historical | Advisory on real estate debt restructurings |
Board Governance
- Committee assignments and chair roles: Chair, Compensation Committee; Member, Audit Committee; Member, Nominating & Corporate Governance Committee .
- Independence: Board affirmatively determined Ms. Silverstein is independent under NYSE standards, including for committee service .
- Attendance and engagement: In 2024, the board held 8 meetings; Audit 4; Nominating & Corporate Governance 2; Compensation 3. Each director attended at least 75% of their combined board and committee meetings; all eight directors attended the 2024 annual meeting (May 14, 2024) .
- Executive sessions: Independent directors hold periodic executive sessions without management, chaired by the Nominating & Corporate Governance chair when present .
Fixed Compensation (Director)
| Item (FY 2024) | Amount | Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Standard non-management director cash portion post-2024 update |
| Committee membership fees | $15,000 | Membership fees attributable to committees served (excludes any committee where she is chair) |
| Committee chair fees | $15,000 | Compensation Committee Chair |
| Total cash | $130,000 | Sum of cash elements |
| Equity (DSUs) – grant-date fair value | $121,086 | Granted Dec 2024 in satisfaction of equity portion of base fee |
| DSUs granted (units) | 14,415 | Granted Dec 2024 under 2017 Equity Incentive Plan |
- 2024 program increased annual base director’s fee to $217,500, paid partly in cash and partly in equity-based awards; chair fees: Audit $20,000, Compensation $15,000, Nominating & Corporate Governance $10,000; membership fees: Audit $10,000, Compensation $7,500, Nominating & Corporate Governance $5,000; Lead Independent Director $20,000 .
Performance Compensation (Director)
| Element | Structure | Vesting/Delivery | Performance Metrics |
|---|---|---|---|
| Deferred Stock Units (DSUs) – FY 2024 | Equity portion of annual director fee | 100% vested at grant; shares delivered upon “Separation from Service” per award terms | None disclosed for director equity (not performance-conditioned) |
- Outstanding DSUs at 12/31/2024: each non-employee director (other than Mr. Schuster) held 78,340 DSUs, including 12,635 DSUs from dividend equivalents; DSU values computed per ASC 718 at grant .
Other Directorships & Interlocks
| Company | Current/Prior | Tenure | Committee Roles (if disclosed) | Notes/Interlocks |
|---|---|---|---|---|
| Alexander’s, Inc. (NYSE: ALX) | Current | Current | Not disclosed | Public REIT board service |
| Toys “R” Us, Inc. | Prior | 2005 LBO–Jan 2019 | Not disclosed | Board tenure through LBO period |
| LNR Property LLC | Prior | Not specified | Not disclosed | Loan special servicer |
| Shuttle, Inc. (US Air Shuttle) | Prior | 1992–1997 | Not disclosed | Transportation industry board role |
| Alexander’s, Inc. | Prior | 1992–1995 | Not disclosed | Earlier term on ALX board |
| New York REIT, Inc. (NYRT) | Prior | Feb 2017–Jul 2018 | Not disclosed | Served as CEO concurrently |
- Compensation Committee Interlocks: TRTX discloses no relationships requiring Item 404 disclosure for compensation committee members and no interlocking relationships with executives of other entities for FY 2024 .
Expertise & Qualifications
- Real estate private equity and REIT leadership (Vornado EVP/Co-Head of Acquisitions & Capital Markets; NYRT CEO; WeWork CIO) with extensive capital markets and restructuring experience .
- Deep transaction execution across debt/equity financings, asset and corporate acquisitions, and distressed restructurings; CPA and dual Wharton degrees underscore financial acumen .
Equity Ownership
| As of | Shares Beneficially Owned | % Outstanding | Notes |
|---|---|---|---|
| Mar 28, 2025 | 79,279 | <1% | Beneficial ownership per proxy table |
| Dec 31, 2024 | 78,340 DSUs outstanding | N/A | Includes 12,635 DSUs from dividend equivalents; DSUs deliver on separation from service |
- Director stock ownership guidelines: Each director must own at least $200,000 in TRTX common stock within five years of initial election; annual fee grants count toward the guideline .
- Anti-hedging: Directors, officers, employees, advisors, and related persons are prohibited from hedging or monetization transactions (e.g., short sales, collars, swaps) in TRTX securities; policy does not restrict holding/settling awards granted under equity plans .
Governance Assessment
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Strengths:
- Independent director with relevant, senior-level REIT and capital markets expertise; chairs the Compensation Committee and serves on Audit and Nominating & Corporate Governance, indicating high board confidence and broad oversight exposure .
- Solid engagement: at least 75% attendance threshold met by all directors; clear cadence of meetings across three committees in 2024; full board attendance at 2024 annual meeting supports engagement signaling .
- Pay structure alignment: Mixed cash ($130,000) and DSU equity ($121,086; 14,415 DSUs) with deferred delivery until separation supports long-term alignment; anti-hedging policy further reinforces alignment .
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Watch items / Potential conflicts:
- Ongoing leadership at external real estate advisory firms (Gapview Ventures; StacomSilverstein as Co-CEO) increases potential for counterparty overlap; however, TRTX discloses no related-party transactions requiring Item 404 reporting for compensation committee members in FY 2024. Continue monitoring for any TRTX transactions involving entities affiliated with her advisory activities (no such dealings disclosed) .
- Externally managed structure concentrates executive compensation oversight on Manager performance and the Management Agreement; as Compensation Committee Chair, she leads annual reviews of the Manager and related compensation constructs, including recoupment considerations and pay-versus-performance disclosures where applicable—an area of heightened investor scrutiny .
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Compensation structure signals (2024 changes):
- Base director fee increased from $175,000 to $217,500 with partial equity settlement; committee chair/membership fees maintained. The increase raises fixed pay but equity DSUs remain a material component, mitigating concern over reduced “at-risk” pay for directors .
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RED FLAGS:
- None identified in filings for attendance, say-on-pay related pushback, hedging/pledging, option repricings, or related-party transactions involving Ms. Silverstein. Comp Committee explicitly reports no Item 404 relationships for its members in 2024 .