Accountability
Shareholder Alignment
Ladder distinguishes itself from our peers by our high insider ownership and internally managed
structure. Our Executive Team and Board collectively own over $164 million in LADR stock (over 11% of
the market capitalization). In addition, Ladder’s portfolio is managed internally by its employees and
we do not compensate employees based on assets under management. This framework enables us to avoid
conflicts of interest and align our priorities and day-to-day decision making with the best interests
and priorities of our long-term shareholders.
Our shareholder engagement program is a robust process encompassing meetings held throughout the year
with shareholders during which we encourage an ongoing, meaningful dialogue about the matters our
shareholders find most important.
Integrity
Business Ethics and Compliance
Our Code of Ethics (the General Code) and Code of Ethics for Senior Financial Officers (the Financial
Code, and together with the General Code, the Codes) establish the importance of exercising sound,
ethical judgment and provides our employees with a framework for making responsible business decisions.
Each employee must conduct business with integrity, in compliance with all applicable laws and
regulations, and in a manner that excludes consideration of personal advantage. The Financial Code
provides for additional certifications relating to financial reporting matters and is also reviewed and
attested to annually by senior financial officers along with the General Code.
Our Chief Compliance Officer and Senior Regulatory Counsel (CCO) is responsible for overseeing our
Compliance Program, which we believe is reasonably designed to adequately address applicable risks.
Compliance Program and Employee Certifications
At the start of their employment and annually thereafter, all employees must listen to, participate
in, and attest to legal and compliance training and must acknowledge that they have received, read,
understood, and agree to comply with our corporate policies and procedures. Our Compliance Program
includes, but is not limited to, the following ethics topics, corporate policies, and procedures:
- The Codes
- Insider Trading Policy
- Personal Trading Policy (for our registered investment advisor subsidiary)
- Information Technology (IT) Policies and Procedures
- Anti-Bribery and Anti-Corruption Policies
- Anti-Money Laundering Policy and Office of Foreign Asset Control (OFAC) Program
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Political Contributions, Political Activities, and Public Positions
- Gifts and Entertainment
As one of our subsidiaries is a registered investment adviser, all
employees must also complete annual and quarterly brokerage account
holdings and transaction certifications.
Transparency and Fair Dealing
We endeavor to be transparent and fair in our pricing practices and processes. Our Origination Team aims to cultivate long-term relationships with key clients and leading mortgage and investment-sales brokers nationwide. Our Asset Management Team maintains regular, direct dialogue with our clients and partners, aiming to ensure responsible and fair treatment of all parties while also managing for timely completion of business plans and full required payments.
In addition, Ladder is committed to being open and informative with our shareholders and bondholders. Our CEO, President, Investor Relations Team, and Board engage with our shareholders and bondholders throughout the year through various communication channels, including email, quarterly earnings calls, one-on-one meetings and phone calls, debt and equity investor conferences, our Investor Relations website, and our Annual Stockholder Meeting.
Whistleblower Protection Policy
We maintain a Whistleblower Protection Policy, overseen by the Audit Committee, that includes procedures for the CCO, CAO and Audit Committee to receive and investigate complaints as well as our processes to help ensure the confidentiality and protection of whistleblowers.
Government Relations and Advocacy
We maintain policies regarding political contributions as well as gifts and entertainment intended to prevent any actual or perceived conflict of interest or pay-to-play practices with political contributions to federal, state and local officials who may have influence over the awarding of government and public business to financial services providers. As one of our subsidiaries is a registered investment adviser, employee political contributions are limited to pre-cleared federal contributions while state and local political contributions are prohibited. Annual training on these policies is part of our Compliance Program, and we also send periodic email reminders to all employees.
Risk Management
Board Oversight and Risk Management
At Ladder, the Board provides informed oversight of our risk management process, with the Chairperson and non-executive members working independently through standing committees. The Board monitors strategic risk exposure, while the Audit Committee focuses on financial risks, and the Risk and Underwriting Committee oversees strategies to manage credit, liquidity, and other material risks. Each committee’s charter defines its specific risk management responsibilities, and the Board and its Committees consult outside experts as needed to address current and future risks.
Credit Risk Management
We operate a multicylinder platform with a core competency in commercial real estate credit underwriting and invest in three complementary, synergistic products—commercial real estate loans, properties, and securities. Our multicylinder model enables us to pivot and quickly adjust our product mix to target the most favorable risk-adjusted return according to market conditions.
Ladder employs a robust system of checks and balances across multiple teams, ensuring comprehensive risk management at every stage of the loan and real estate investment process:
Origination: The team focuses on selecting senior secured mortgage loans, prioritizing recent valuations and newly capitalized, sponsor-funded business plans, and conducts initial due diligence. Their compensation, which at increasing levels of seniority includes increasing proportions of restricted stock, is linked to investment performance, aligning interests with shareholders.
Credit/Underwriting: An independent team conducts thorough credit reviews, including stress analyses, site visits, and third-party due diligence (e.g., appraisal and environmental reports).
Transaction Management: Experienced legal professionals, averaging over 20 years of experience, lead legal diligence, document negotiations, and closings.
Investment Committee: Comprised of senior leadership, including both our CEO and President, the Investment Committee is provided with a comprehensive investment memorandum and meets with the respective originator, underwriter, and transaction manager to discuss and approve or reject the transaction. Every loan and real estate investment undergoes the same approval process, regardless of size. All members hold significant stock, aligning their decisions with long-term shareholder interests. Approval from the Risk and Underwriting Committee is required for larger or atypical investments.
Asset Management: Our in-house team monitors and manages portfolio performance, collaborating with third-party servicers and property managers to ensure business plans are executed and assets perform according to expectations.
With the assistance of this investment process, Ladder continues to have a proven track record with less than 0.1% in losses across all investments originated since inception in 2008.
Financing Risk Management
As the only investment grade rated commercial mortgage REIT, unsecured bonds and non-recourse, non-mark-to-market funding sources continue to be cornerstones of our capital structure. As of June 30, 2025, Ladder is rated investment grade by Moody’s (Baa3) and Fitch (BBB-), with a stable outlook from both agencies. S&P rates Ladder at BB with a positive outlook.
We remain committed to a conservative financial management approach that provides a sustainable capital structure for our business and minimizes liquidity risks. We have staggered our debt maturities to reduce refinancing risk, adopted a conservative dividend policy, and maintain low overall leverage. We selectively utilize secured financing from a diverse set of trusted counterparties with whom we have longstanding relationships. All lending counterparties are rated no less than A- (or equivalent) from a nationally recognized credit rating service or are approved by our CEO.
Data Security and Customer Privacy
Ladder has a cybersecurity risk management program that is designed to assess, identify, manage, and govern material risks from cybersecurity threats. As further described in our 2024 Annual Report, our cybersecurity risk management program is a key component of our overall risk management program.
Business Continuity
We maintain a Business Continuity and Disaster Recovery Plan, Pandemic Preparedness Plan, Model Airborne Infectious Disease Exposure Prevention Plan (under the NY HERO Act), and Security Incident Response Plan (together, our BCP) to provide an appropriate response to emergency situations, protect our employees, minimize disruptions to client services, and protect Company and investor assets. We internally test, analyze, and modify our BCP every year.
Supply Chain Management / Third Party Vendor Due Diligence
Our vendors are primarily in the financial services and real estate industries. In accordance with our Anti-Money Laundering Policy and OFAC Program, Ladder seeks to conduct due diligence prior to engaging any vendor. Ladder conducts initial and annual cybersecurity due diligence on third-party service providers that have access to personal information or are otherwise critical to Ladder’s business operations. Certain key vendors provide annual certifications regarding their insider trading policies to our CCO, who also monitors for conflicts of interest to maintain alignment with our shareholders’ interests.
Borrower and Tenant Due Diligence
Ladder performs due diligence on borrowers and certain related parties, including sponsors and guarantors. The diligence process typically includes searches of court records; Uniform Commercial Code filings; state and federal tax liens; past and present litigation and judgments, bankruptcies, and foreclosures; OFAC records; criminal records; and news searches. Ladder also performs a detailed tenant analysis and lease review on every loan and real estate investment, enabling us to identify tenants whose activities may pose a legal or reputational risk to the Company.