Douglas Elliman, CEO, was elected along with David K. Chene and Patrick J. Bartels at Wednesday’s annual shareholder meeting. company directors, much to the dismay of some disgruntled shareholders.
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At Wednesday morning’s annual shareholder meeting, Douglas Elliman shareholders did not call for Howard Lorber to succeed the company’s chief executive, as some shareholders had hoped, or to take back his 2023 annual bonus.
The vote comes about three weeks after outspoken shareholder Bradley Tirpak published a letter to other investors urging them to let Lorber’s contract expire at the end of the year and immediately look for Another full-time CEO to lead the company to a stronger financial position.
Tirpak also urged shareholders to vote against proposals for company executive pay and to vote for proposals to elect directors annually with the goal of aligning pay with shareholder returns. He also implored the board to claw back Lorber’s 2023 bonus and hire a new compensation consultant, given that the company fell short of adjusted EBITDA thresholds and missed total transaction value targets and dividend thresholds.
Tilpark also questioned whether Lorber received the maximum allowable bonus for diversity, equity and inclusion in his 2023 bonus, given recent allegations against two of the company’s former top agents, Oren and Tal Alexander, who Now accused by dozens of women of sexual assault.
Douglas Elliman maintains that no formal human resources complaint was ever filed against the Alexanders during their time at the company.
About a week ago, consulting firms Glass Lewis and Institutional Shareholder Services (ISS) also made recommendations to Elliman based on some of Tilpark’s recommendations.
At the shareholders’ meeting, a majority of shareholders voted to elect Lorber, David K. Chene and Patrick J. Bartels as directors. Chene and Bartels each received about 56.6 million votes, while Lorber received about 44.7 million votes. According to filings with the SEC, more shareholders withheld votes from Lorber than other directors — Lorber saw him withholding about 19.5 million votes, while Cheney and Bartels only withheld about 7.5 million votes .
Shareholders also voted to approve Deloitte & Touche LLP to become an independent registered public accounting firm for the remainder of the year.
Contrary to Teal Parker’s wishes, shareholders voted to approve top-level pay for Douglas Elliman, meaning there will be no major changes to the company’s pay policy.
Shareholders did, however, vote in favor of a proposal to declassify board secrets, which Tilpark favored, which would allow shareholders to elect directors annually. Therefore, shareholders have the right to vote for different directors at the next annual meeting if they believe the company is underperforming.
Douglas Elliman’s financial health improved in the second quarter of 2024 after a tumultuous period that displeased investors like Tirpak. Consolidated revenue increased from $275.9 million in the second quarter of 2023 to $285.8 million in the second quarter of 2024, and total transaction volume increased from $9.9 billion to $10.6 billion annually. Net losses also improved year over year, from $5.2 million in the second quarter of 2023 to $1.7 million in the second quarter of 2024.
Correction: An earlier version of this article incorrectly stated that Howard Lorber was only a part-time CEO of Douglas Elliman; however, his appointment was full-time.
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