Ladder Capital (LADR) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for June 5, 2025, to be held virtually, with stockholders able to participate online.

• Proposals include election of three directors and ratification of Ernst & Young LLP as independent auditor for 2025.

• Board recommends voting in favor of all proposals.

• Proxy materials are available online, with an emphasis on reducing environmental impact.

Voting matters and shareholder proposals

• Proposal 1: Election of Alan H. Fishman, Pamela McCormack, and David Weiner as directors for three-year terms.

• Proposal 2: Ratification of Ernst & Young LLP as independent auditor for 2025.

• No other business is expected, but proxies may vote on additional matters if they arise.

• Board recommends voting FOR both proposals.

Board of directors and corporate governance

• Board consists of seven members, with a classified structure and three classes serving staggered terms.

• Five of seven directors are independent; all committees are composed solely of independent directors.

• Board members collectively own 10.9% of Class A common stock, aligning interests with shareholders.

• Board committees include Audit, Compensation, Nominating and Corporate Governance, and Risk and Underwriting.

• Annual board and committee self-evaluations are conducted for continuous improvement.

• Succession planning is a regular board topic, with a focus on internal talent development.