Ready Capital Corp
For the period ended Jul 25, 2024. Filed Jun 14, 2024.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Jul 25, 2024 · Filed Jun 14, 2024
Contents
Pay versus Performance
Thefollowing table below sets forth the “compensation actually paid” or “CAP” of our Named Executive Officers (Messrs. Ahlborn, Zausmer and Taylor), calculated in accordance with Item 402(v) of Regulation S-K for the fiscal years ended December 31, 2023, 2022, 2021, and 2020, along with the company performance measures utilized to determine and compare against CAP.
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| · · · · · · · · · Value of Initial Fixed$100 Investment Based On: · · · · Company-SelectedMeasure: | |||||||||||||||
| Year · SummaryCompensationTable Total for PEO (1) · CompensationActually Paid to PEO (1) · AverageSummaryCompensationTable Total for Non-PEO NEOs (2) · AverageCompensationActually Paid toNon-PEONEOs · TotalShareholderReturn · PeerGroupTotalShareholder Return (3) · NetIncome($ in thousands) · DistributableReturnon Equity (4) | |||||||||||||||
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| 2023 | - | | - | | $3,431,442 | | $3,318,403 | | $173.0 | | $204.0 | | $348,411 | | 8.6% |
| 2022 | - | | - | | $2,355,834 | | $1,870,843 | | $165.3 | | $165.4 | | $203,163 | | 12.8% |
| 2021 | - | | - | | $1,656,291 | | $1,879,624 | | $206.5 | | $203.5 | | $159,974 | | 15.4% |
| 2020 | - | | - | | $1,260,209 | | $1,217,810 | | $147.0 | | $160.7 | | $46,069 | | 12.3% |
| (1) | Mr. Capasse is the principal executive officer for fiscal years 2020 through 2023. The Company does not pay or reimburse our Manager for any portion of the cash compensation that is paid by our Manager and its affiliates to Mr. Capasse. |
| (2) | Our Named Executive Officers for the years ended December 31, 2023, December 31, 2022 and December 31, 2021 include Andrew Ahlborn, Chief Financial Officer, Gary Taylor, Chief Operating Officer and Adam Zausmer, Chief Credit Officer. Our Named Executive Officers for the year ended December 31, 2020 include Andrew Ahlborn, Chief Financial Officer and Gary Taylor, Chief Operating Officer. |
| (3) | The peer group that we used for purposes of this disclosure is the Competitor Composite Average, the same peer group used for our performance graph disclosed in our Annual Report to Stockholders for the year ended December 31, 2023. The Competitor Composite Average is a measure of the total return performance of mortgage REIT competitors based on actual share prices of the following companies: Blackstone Mortgage Trust Inc. (BXMT), Starwood Property Trust, Inc. (STWD), Ares Commercial Real Estate Corporation (ACRE), Apollo Commercial Real Estate Finance Inc. (ARI), Arbor Realty Trust, Inc. (ABR), and Ladder Capital Corporation (LADR). |
| (4) | Distributable ROE is based on Distributable Earnings, which is calculated as GAAP Net Income excluding the following (i) any unrealized gains or losses on certain MBS not retained by us as part of our loan origination businesses (ii) any realized gains or losses on sales of certain MBS (iii) any unrealized gains or losses on residential MSRs from discontinued operations (iv) any unrealized change in current expected credit loss reserve and valuation allowances (v) any unrealized gains or losses on de-designated cash flow hedges (vi) any unrealized gains or losses on foreign exchange hedges (vii) any unrealized gains or losses on certain unconsolidated joint ventures (viii) any non-cash compensation expense related to stock-based incentive plans (ix) one-time non-recurring gains or losses, such as gains or losses on discontinued operations, bargain purchase gains, or merger related expenses. |
To calculate average CAP for the Non-PEO NEOs, the following amounts were deducted from and added to Summary Compensation Table total compensation. Note that the dollar amounts do not reflect the actual amount of compensation earned by or paid to the Non-PEO NEOs during the applicable year.
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| 40 | Ready Capital 2024 Proxy |
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| · · · · Subtracted: · · Added: · · | |||||||||
| Year · · Average Summary Compensation Table Total Compensation (1) · · Average Grant Date Fair Value of Awards Granted in the Year (2) · · Average Year End Fair Value of Unvested Equity Awards Granted in the Year (3) · · Average Year End Fair Value of Unvested Equity Awards with Performance Conditions Granted in the Year (3) · · Year over Year Average Change in Fair Value of Outstanding and Unvested Equity Awards (3) · · Year over Year Average Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year (3) · · Average Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation · · Total Compensation Actually Paid (CAP) | |||||||||
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| 2023 | $3,431,442 | $(1,550,000) | $315,871 | $910,562 | $104,181 | $31,322 | $75,026 | $3,318,403 | |
| 2022 | $2,355,834 | $(716,667) | $281,313 | $192,233 | $(286,015) | $(11,691) | $55,835 | $1,870,843 | |
| 2021 | $1,656,291 | $(246,862) | $150,485 | $271,991 | $20,010 | $4,433 | $23,276 | $1,879,624 | |
| 2020 | $1,260,209 | $(212,500) | $161,725 | $ | - | $(6,411) | $(1,019) | $15,806 | $1,217,810 |
| (1) | There are no pension benefits for the Non-PEO NEOs. |
| (2) | Represents the grant date fair value of equity-based awards granted each year. |
| (3) | The fair value of the restricted Common Stock was determined based on the stock price on the applicable valuation dates. The fair value of the RSUs was determined based on the probable outcome of the performance condition and the stock price on the applicable valuation dates. The assumptions used in calculating the fair value of the restricted Common Stock and RSUs did not differ in any material respect from the assumptions used to calculate the grant date fair value of the awards as reported in the Summary Compensation Table for the applicable year. The fair value calculation used herein is consistent with the fair value methodology used to account for share-based payments in our financial statements. |
Company Performance Measures to Determine 2023 Compensation Actually Paid (CAP)
Distributable Return on Equity (ROE)
Absolute Total Shareholder Return (TSR)
Relative Total Shareholder Return (TSR)
CAP vs TSR and Peer Group TSR
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| | Ready Capital 2024 Proxy | 41 |
CAP vs Net Income
CAP vs Distributable ROE
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| 42 | Ready Capital 2024 Proxy |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.