8-K: Cherry Hill Mortgage Appoints Susan Healey as General Counsel

Cherry Hill Mortgage Investment Corporation has announced the appointment of Susan Healey as its new General Counsel, effective July 29, 2025, with a compensation package including a $500,000 annual base salary.

Summary

• Cherry Hill Mortgage Investment Corporation appointed Susan Healey as General Counsel, effective July 29, 2025.
• Ms. Healey, age 47, previously served as Deputy General Counsel at NorthMark Strategies from July 2022 to July 2025.
• Her compensation package includes an annual base salary of $500,000 until December 31, 2026.
• She will receive a cash signing bonus of $25,000, payable within thirty days of her start date.
• For the remainder of 2025, Ms. Healey is eligible for a bonus of $250,000, payable in the first quarter of 2026, consisting of $187,500 in cash and $62,500 in restricted stock units.
• Beginning January 2027, her annual base salary will be determined by the Company by December 31, 2026.
• Starting January 2026, she will be eligible to participate in non-equity incentive plans with a target amount of $250,000, subject to Compensation Committee approval.
• Ms. Healey is eligible to participate in the Company's Executive Severance Plan, adopted on March 12, 2025.
• Her employment is at-will, and bonus payments are not guaranteed and contingent on continued employment on the payment date.

Sentiment

Score: 7

Explanation: The filing indicates a positive step in strengthening the company's legal leadership with an experienced hire and a competitive compensation package, which is generally viewed favorably for corporate stability and compliance.

Positives

• Appointment of an experienced General Counsel, Susan Healey, with a background in real estate and legal roles at NorthMark Strategies.
• The Company is strengthening its executive leadership team with a dedicated legal expert.

Negatives

• No specific negative aspects were disclosed in the filing regarding this appointment.

Risks

• Ms. Healey's employment is at-will and may be terminated by either party at any time for any reason.
• The payment of non-equity incentive plan compensation and discretionary cash bonus compensation in future years is not guaranteed and is subject to continued employment on the payment date.
• Future base salary beginning January 2027 is yet to be determined, which could introduce uncertainty regarding long-term compensation.

Future Outlook

The Company plans to determine the General Counsel's annual base salary for periods beginning January 2027 by December 31, 2026. The General Counsel will also be eligible to participate in non-equity incentive plans starting January 2026, with a target amount of $250,000, subject to the Compensation Committee's redesign of the executive compensation program.

Management Comments

• Jay Lown, Chief Executive Officer, expressed pleasure in presenting the offer to Susan Healey to serve as General Counsel.

Industry Context

The appointment of a General Counsel is a standard corporate governance practice for publicly traded companies, particularly in the financial sector like mortgage investment, to ensure legal compliance, manage risk, and support strategic initiatives. This move reflects the company's commitment to maintaining robust legal oversight.

Comparison to Industry Standards

• The compensation package for a General Counsel at a publicly traded mortgage REIT like Cherry Hill Mortgage Investment Corporation is generally competitive within the financial services industry, aligning with typical executive compensation structures that include base salary, signing bonuses, and performance-based incentives (cash and equity).
• The structure of the compensation, including a fixed base salary for an initial period followed by a review, and a mix of cash and restricted stock units for bonuses, is a common practice for attracting and retaining senior legal talent in the financial sector.
• While specific comparable companies' General Counsel compensation details are not provided in the filing, the overall package appears consistent with market rates for experienced legal professionals in similar roles within the REIT or specialized financial services industries.

Management Changes

Corporate Governance

Stakeholder Impact

• Shareholders: The appointment of an experienced General Counsel can enhance corporate governance, legal compliance, and risk management, potentially contributing to long-term stability and value.
• Employees: The addition of a new senior executive may impact internal organizational structure and legal department operations.
• Management: The CEO will have a direct report for legal matters, streamlining legal advice and strategic support.

Next Steps

• Susan Healey's employment as General Counsel will begin on July 29, 2025.
• The Company will pay a $25,000 cash signing bonus within thirty days of Ms. Healey's start date.
• Ms. Healey's 2025 bonus of $250,000 will be paid in the first quarter of 2026.
• The Company will determine Ms. Healey's annual base salary for periods beginning January 2027 by December 31, 2026.
• Beginning January 2026, Ms. Healey will be eligible to participate in any non-equity incentive plan approved by the Board's compensation committee.

Key Dates

Keywords

Mortgage Investment, General Counsel, Executive Appointment, Corporate Governance, Legal Leadership, Compensation Package, Real Estate Finance, SEC Filing, CHMI