Sanjiv Das
About Sanjiv Das
Sanjiv Das is an independent director of Two Harbors Investment Corp. (TWO), serving since March 2024; he is age 63 and sits on the Audit Committee and the Nominating & Corporate Governance Committee . He is President (and designated Co‑Founder) of Pagaya Technologies Ltd. (NASDAQ: PGY) since October 2023, and previously served as CEO of Caliber Home Loans (2016–2021), Head of International Businesses at First Data (2014–2016), and CEO/President/Chairman of Citibank’s mortgage division (2008–2013); earlier senior roles include Morgan Stanley, American Express and Bank of America .
Past Roles
| Organization | Role | Tenure | Notes/Impact |
|---|---|---|---|
| Caliber Home Loans, Inc. | Chief Executive Officer | 2016–2021 | Led mortgage originator/servicer through cyclical markets |
| First Data Corporation | Head of International Businesses | 2014–2016 | Oversaw international strategy at KKR‑owned payments firm |
| Citibank, N.A. (Mortgage Division) | CEO, President & Chairman | 2008–2013 | Senior leadership during post‑crisis mortgage period |
| Morgan Stanley; American Express; Bank of America | Senior roles | Not disclosed | Financial services leadership experience |
External Roles
| Organization | Role | Tenure | Committee/Impact |
|---|---|---|---|
| Pagaya Technologies Ltd. (NASDAQ: PGY) | President; designated Co‑Founder | Oct 2023–present | Leads commercial strategy and growth |
| Housing Policy Council | Board service | Not disclosed | Industry policy engagement |
| Mortgage Bankers Association | Active member | Not disclosed | Sector association involvement |
| New York Philharmonic (Leonard Bernstein Circle) | Member | Not disclosed | Philanthropy |
| American Friends of The Cité du Vin | Board member | Not disclosed | Non‑profit governance |
| Other public company boards | None | — | 0 other public company boards disclosed |
Board Governance
- Committee assignments: Audit Committee (member); Nominating & Corporate Governance Committee (member); no chair roles; not on Compensation or Risk Oversight Committees .
- Independence: Board affirmatively determined Mr. Das is independent under NYSE standards .
- Attendance and engagement: Board met 5 times in 2024; Audit 6; Compensation 3; Nominating & Corporate Governance 2; Risk Oversight 1; each director attended at least 75% of aggregate meetings and attended the May 2024 annual meeting .
- Board leadership: Independent Chair (Stephen G. Kasnet); roles of Chair and CEO are separated; all board committees comprised entirely of independent directors .
- Audit Committee report signatories include Mr. Das, evidencing active participation in financial oversight .
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Cash fees paid (Das) | $68,385 | Pro‑rated given March 2024 board start; includes cash portion of annual retainer and any applicable committee chair fees (none for Das) |
| Standard independent director cash retainer | $98,000 | Paid quarterly |
| Chair premiums (cash) | Audit Chair: +$20,000; Comp/ROC/NCGC Chairs: +$15,000 | Not applicable to Das in 2024 |
Performance Compensation
| Award Type | Grant Date | Units/Shares | Grant‑date Fair Value | Vesting | Pricing/Terms |
|---|---|---|---|---|---|
| RSUs (director annual grant) | May 15, 2024 | 9,104 RSUs | $117,988 | Fully vests at the next annual meeting of stockholders (subject to service/proration rules) | Valued at $12.96 closing price; if service ends (other than death/disability), prorated vesting; death/disability full vest; change‑of‑control: full vest upon termination within 24 months, or immediately prior if awards not assumed |
| Options/other stock awards | None outstanding | — | — | — | No other stock awards outstanding as of Dec 31, 2024 |
Performance metrics: Independent director equity is time‑based; no revenue/EBITDA/TSR performance criteria are tied to director compensation .
Other Directorships & Interlocks
- Other public company boards: None for Mr. Das (0 disclosed) .
- Committee interlocks: None; no insider participation conflicts disclosed .
- Related‑party transactions: None required to be reported for 2024; Audit Committee oversees related‑party policies .
Expertise & Qualifications
- Mortgage finance leadership (Citibank mortgage division; Caliber Homes) and broader financial services roles (Morgan Stanley, American Express, Bank of America) .
- Payments/fintech operating experience (First Data; Pagaya) .
- Policy and industry engagement (Housing Policy Council; Mortgage Bankers Association) .
- Governance and ethics: Affirmed independent; serves on Audit and Nominating & Corporate Governance committees .
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Class | Components/Notes |
|---|---|---|---|
| Sanjiv Das | 9,104 | <1% | Includes 9,104 unvested RSUs scheduled to vest within 60 days of March 19, 2025; RSUs not outstanding and have no voting rights; company had 104,022,948 shares outstanding as of March 19, 2025 |
- Director stock ownership guidelines: Directors may not sell if resulting holdings would be below $300,000 market value; can sell up to 40% of vesting shares for taxes; hedging and pledging of company stock are prohibited .
Governance Assessment
- Strengths: Independence affirmed; active Audit and Nominating committee service; Audit Committee report signatory; attendance ≥75% across Board/committee meetings; strong prohibition on hedging/pledging and formal ownership guideline floor; independent board chair and fully independent committees underscore oversight quality .
- Alignment and incentives: Director pay mix balances cash ($68,385 pro‑rated) and time‑based RSUs ($117,988, 9,104 units) with annual vesting and clear change‑of‑control/forfeiture provisions; absence of options or performance‑conditioned equity limits risk of pay inflation or short‑termism for independent directors .
- Conflicts and interlocks: No related‑party transactions reported; no compensation committee interlocks; other public company boards: none; outside executive role at Pagaya warrants monitoring, but no conflicts disclosed with TWO to date .
- RED FLAGS: None disclosed regarding related‑party transactions, hedging/pledging, or attendance shortfalls; ownership remains modest (<1%) given early tenure—monitor longer‑term ownership accumulation versus guideline floor for enhanced alignment .