Jones Lang Lasalle Inc DEF 14A, filed Apr 11, 2025

Jones Lang Lasalle Inc (JLL)

DEF 14A 2025-04-11 For: 2025-05-21

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Added on June 12, 2026

About this DEF 14A

Jones Lang Lasalle Inc filed this DEF 14A on April 11, 2025.

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☑			Filed by the Registrant			☐			Filed by a party other than the Registrant


CHECK THE APPROPRIATE BOX:
☐			Preliminary Proxy Statement
☐			Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☑			Definitive Proxy Statement
☐			Definitive Additional Materials
☐			Soliciting Material under §240.14a-12


PAYMENT OF FILING FEE (CHECK ALL BOXES THAT APPLY):
☑			No fee required
☐			Fee paid previously with preliminary materials
☐			Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11



Your Vote Matters: How to Vote

By phone	Online before the meeting	By mail	Online during the meeting

You can vote your shares by calling 1-800-690-6903 (toll-free in the U.S. and Canada).	Go to www.proxyvote.com and follow the instructions.	Complete, sign and date the proxy card, and return it in the enclosed postage pre-paid envelope.	Attend our annual meeting virtually by logging into the virtual annual meeting website and vote by following the instructions provided on the website.


Proxy Statement Summary			11

Corporate Governance			15
Proposal 1 - Election of Directors			16
How we select Directors			16
Summary of Board nominee experience and skills			17
Our 202 5 Director nominees			18
Shareholder recommendations			25
Proxy access			25
Majority voting			25
Corporate governance principles and Board matters			25
Key governance documents and policies			25
Corporate governance and leadership framework			26
Enhanced Board oversight over public policy matters			27
Director independence			27
Board leadership structure and role of the non-executive chairman in the leadership of the Board			27
Board meetings and attendance			28
Board C ommittees			28
Director orientation and continuing education			30
Annual Board self-assessments			30
The Board’s role in enterprise risk oversight			31
The Board’s role in compliance oversight			31
The Board’s role in human capital oversight			32
The Board’s role in information and data security oversight			32
Shareholder engagement			33
Corporate sustainability			33
Communicating with our Board			34
Review and approval of transactions with interested persons			35
Insider trading policy, including prohibition on pledging or hedging			35
Non-employee Director compensation			35
Our executive officers			39

Executive Compensation			41
Proposal 2 - Advisory approval of executive compensation			42
Compensation discussion and analysis			43
Executive summary			44
How we make compensation decisions			46
Competitive assessment			47
202 4 Base salary decisions			49
202 4 Annual Incentive Plan			49
202 4 GEB Long-Term Incentive Plan			52
Severance arrangements for NEOs			55
Additional information			56



Virtual meeting format The 2025 Annual Meeting will be conducted online through a live audio webcast. We believe a virtual meeting format facilitates stockholder attendance and enables stockholders to participate fully and equally from any location around the world, at no cost. The accompanying Proxy Statement contains information about attending the 2025 Annual Meeting online. You will not be able to attend the 2025 Annual Meeting physically in person.


Compensation Committee report			56
Executive compensation tables			57
Chief Executive Officer pay ratio disclosure			69
Proposal 3 - Approval of the Fourth Amended and Restated 2019 Stock Award and Incentive Plan			72
Security Ownership			81

Audit Matters			85
Proposal 4 – Ratification of appointment of independent registered public accounting firm			86
Information about our independent registered public accounting firm			86
Audit and Risk Committee report			87

Additional Information			89
Questions and answers about our 202 5 Annual Meeting and voting			90

Annexes			95
Annex A Reconciliation of GAAP and Non‑GAAP Financial Measures			96
Annex B Pay ratio excluded employees			100
Annex C Fourth Amended and Restated 2019 Stock Award and Incentive Plan			101


Board Practices
•All non-executive Directors are independent (12 of 13 Board nominees at 2025 Annual Meeting are independent) •Separate non-executive Chairman of the Board and Chief Executive Officer roles •Annual Board and committee self-evaluation, including bi-annually by an outside facilitator •Board composition reflects a wide range of experience and complementary areas of expertise •Regular evaluation of Director compensation •Significant engagement with employees, senior management and clients, which takes place across our major offices globally •Directors not “over-boarded”						•No perquisites to Board members •Board orientation/education program •Company Code of Ethics applicable to Directors •Policy requiring approval by the Nominating, Governance and Sustainability Committee of any related party transactions •Regular succession planning for both management and the Board •Compensation program for Directors with no separate meeting fees •Independent Directors meet without management present at each in-person meeting •Approximately 63% of base Board compensation is in JLL stock

Shareholder Practices						Other Best Practices
•Annual election of Directors •Majority voting in Director elections •No poison pill in effect •Proxy access right •Process for shareholders to communicate with the Board •Active shareholder engagement •Right of shareholders owning 30% of outstanding shares to call a special meeting of shareholders •Annual shareholder “say-on-pay” vote for executive compensation						•Clawback policy •Stock ownership guidelines for Directors and executives •Insider trading policy, including prohibition on pledging and hedging JLL stock •Disclosure committee for financial reporting •Increasingly sophisticated integrated reporting and corporate sustainability reporting •Corporate compliance program •Policy against political contributions in the Company’s name



	Hugo Bagué Age 64 Director since 2011 (14 years of tenure)	Key Experience and Qualifications

		Global Business: Management of global support functions at Rio Tinto plc and oversight for EMEA support functions at Abbott Labs and Nortel Networks Human Capital: Global human capital strategy leader at Rio Tinto plc and Hewlett Packard Mergers and Acquisitions: Responsibility for the integration of acquired businesses at several companies, including Hewlett Packard, Rio Tinto plc and Alcan	Risk Management: Responsibility for identifying, evaluating, and mitigating enterprise risk related to Environment, Health, and Safety, as well as Information Technology at Rio Tinto plc Sustainability: Led sustainability programs for more than a decade at Rio Tinto plc and as Advisory Board Member of Kanadevia Inova (formerly Hitachi Zosen Innova) related to its waste to energy technology

Committee Assignments •Compensation •Nominating, Governance and Sustainability



	Susan M. Gore Age 62 Director since 2024 (1 year of tenure)	Key Experience and Qualifications

		Cybersecurity/Data Governance: Former Managing Partner of PwC Global Technology and Information Security responsible for the development and implementation of PwC’s global Technology and Information security strategies and risk management practices Finance/Accounting: CPA and Assurance executive with more than three decades of experience advising companies, including large multinationals, in the delivery of audit services Global Business: Responsibility for all global programs and global teams that supported PwC’s $15B Global Assurance Business as PwC’s Global Assurance Chief Operations Officer, as well as for maintaining relationships with the 150+ member firms’ CIOs and CISOs engaged with PwC Global Technology and Security	Risk Management: Extensive experience identifying, assessing and mitigating business financial and operational risks in ensuring compliance with regulatory standards and safeguarding the integrity of financial reporting and operations Technology/Innovation/AI: Direction of Global IT teams at PwC to execute a multi-year digital transformation of back-office operations to global cloud-based systems and a multi-year transformation program to modernize the technology platform that supported the delivery of global audit services

Committee Assignments •Audit and Risk •Nominating, Governance and Sustainability



	Tina Ju Age 60 Director since 2021 (4 years of tenure)	Key Experience and Qualifications

		Finance/Accounting: Responsibility for supervising the Chief Financial Officer and senior financial accountants for KPCB and TDF Capital VC funds, as well as for various portfolio companies, and for assessing company performance through the preparation and evaluation of financial statements Global Business: Extensive experience with global business investment and operations, with a focus on Asia, particularly China Mergers and Acquisitions: Expertise in investment banking, assisting companies in IPO preparation, equity/debt financing and evaluating M&A opportunities, as well as providing strategic guidance to portfolio companies in formulating M&A strategies and	assessing potential M&A opportunities with leading industry players as an experienced venture capital investor and board member Public Company Boards: Current board director of Yiren Digital Ltd., a leading personal financial services platform in China, since its IPO in 2015 Technology/Innovation/AI: Leadership of investments in over forty Chinese/Asian technology companies as a founding partner of venture capital funds KPCB China and TDF Capital, as well as experience evaluating hundreds of technology startups with innovative business models, new technology solutions or platform-based approaches

Committee Assignments •Audit and Risk •Nominating, Governance and Sustainability Other Public Board Service •Current: Yiren Digital Ltd., a leading personal financial services platform in China, providing consumers with both credit and wealth management services



	Bridget Macaskill Age 76 Director since 2016 (9 years of tenure)	Key Experience and Qualifications

		Finance/Accounting: Responsibility as Chief Executive Officer of First Eagle Holdings, Inc. and Oppenheimer Funds, Inc. for the financial operations of the enterprises, and membership on or chairmanship of the Audit and Risk committees of multiple public and private companies, including heavily regulated banking and insurance companies Global Business: Extensive experience of executive management of multiple global and international companies for over four decades Human Capital: Direct engagement and oversight for hiring, succession management, and the design and implementation of compensation plans, including annual incentives, options and restricted stock programs, for the organizations she ran Mergers and Acquisitions: Stewardship of multiple M&A transactions, involving both the acquisition and the sale of companies, as Chief Executive Officer of the organizations she oversaw	Public Company Boards: Former board director for eight public companies over 30 years, including Close Brothers plc, a merchant banking firm, and Jupiter Fund Management plc, an asset management company Real Estate Industry: Former board director of Fannie Mae Risk Management: Responsibility as Chief Executive Officer for several large companies for the risk management of the enterprises, as well as for external, highly regulated companies while serving on their Audit and Risk committees Sustainability: Oversight of sustainability screening programs for target portfolio companies of the organizations she managed as Chief Executive Officer, as well as oversight of the development of Sustainable and Impact investing portfolios as a board member of various organizations

Committee Assignments •Compensation •Nominating, Governance and Sustainability



	Deborah H. McAneny Age 66 Director since 2019 (6 years of tenure)	Key Experience and Qualifications

		Finance/Accounting: Extensive finance and accounting expertise to evaluate complex assets, optimize returns, manage risk exposure and ensure accurate financial reporting across varied and specialized sectors at John Hancock Financial Services Mergers and Acquisitions: Responsibility for the strategy and due diligence related to mergers at John Hancock Financial Services, as well as involvement in sales and mergers of public companies as a board director Public Company Boards: Current board director of KKR Real Estate Finance Trust, a real estate finance company, and RREEF Property Trust, Inc., a nontraded REIT, and former board director of three other public companies,	including HFF, Inc., a leading capital markets advisory firm where she served as lead independent director, and First Eagle Alternative Capital BDC, Inc. (f/k/a THL Credit Inc.), a closed-end, non-diversified investment company and an externally managed business development company Real Estate Industry: Leadership for equity investing, mortgage lending, securitization and servicing in the real estate sector at John Hancock Financial Services, as well as real estate operating experience as Chief Operating Officer of Benchmark Senior Living

Committee Assignments •Compensation (Chair) •Nominating, Governance and Sustainability Other Public Board Service •Current: KKR Real Estate Finance Trust, a real estate finance company, and RREEF Property Trust, Inc., a nontraded REIT



	Siddharth (Bobby) Mehta Age 66 Director since 2019 (6 years of tenure)	Key Experience and Qualifications

		Cybersecurity/Data Governance: Led a significant uplift of the cyber program during his time at Transunion, as well as serving on multiple board committees with responsibility for overseeing cybersecurity and as chairman of the board of a privately held company in the payments and cybersecurity business Finance/Accounting: Oversaw complex accounting and finance issues in his prior CEO roles and served on the audit committees of multiple public and private companies Global Business: Served an international client base in prior consulting practice as well as global roles in multiple public companies, including leading the expansion of TransUnion’s global footprint in Asia, Africa and the Americas Human Capital Management: As CEO of a global organization, accountable for talent management across international markets, aligning workforce strategies with business objectives to drive innovation, productivity and organizational success on a global scale	Mergers and Acquisitions: Provided executive leadership for numerous M&A transactions, both within the U.S. and globally Public Company Boards: Currently serves on the boards of Allstate and Northern Trust, with prior board roles at TransUnion and Piramal, an Indian multinational conglomerate with a presence across various sectors such as healthcare, life sciences, drug discovery, financial services, alternative investment and real estate Risk Management: Managed complex credit businesses for more than 15 years and participated in the creation of enterprise risk management programs for complex financial institutions Technology/Innovation/AI: Headed the technology transformation of several financial services businesses, including the use of data and analytics to transform business process and build competitive advantage

Committee Assignments •Audit and Risk •Compensation •Nominating, Governance and Sustainability Other Public Board Service •Current: The Allstate Corporation (since 2014) and Northern Trust Corporation (since 2019) •Prior within the last five years: TransUnion (2013-2021) and Piramal Enterprises Ltd., a global business conglomerate (2013-2020)



	Moses Ojeisekhoba Age 58 Director since 2022 (3 years of tenure)	Key Experience and Qualifications

		Finance/Accounting: Effectively navigated risk and optimized investment strategies to drive profitability and long-term financial stability in a highly regulated industry Global Business: Led global businesses across three continents, including as Asia Pacific Regional President at Swiss Re Human Capital Management: As a CEO, strategically led, developed and optimized his organization's workforce to drive business success and competitive advantage	Risk Management: Practiced in the reinsurance industry for over three decades at several industry-leading organizations Sustainability: Extensive involvement in sustainability matters at Swiss Re, where such practices were an essential element of its client offerings and a key element of underwriting and investments

Committee Assignments •Compensation •Nominating, Governance and Sustainability


			Chair						Member



	Joseph (Larry) Quinlan Age 62 Director since 2022 (3 years of tenure)	Key Experience and Qualifications

		Cybersecurity/Data Governance: Served as Global CIO for Deloitte with responsibility for its worldwide cybersecurity program Finance/Accounting: Drove significant revenue leading Deloitte services to Fortune 500 global clients in the hospitality and technology sectors and evaluated ROI on technology initiatives Global Business: Oversaw $50 billion global enterprise as a member of Deloitte’s global leadership team Human Capital Management: Led teams across global locations, fostering a culture of innovation and continuous learning while aligning talent strategies with evolving organizational goals	Public Company Boards: Serves on the boards of ServiceNow, where he sits on the audit committee, and Booking Holdings, where he chairs the cybersecurity committee Risk Management: Co-chaired Deloitte’s cyber risk committee Technology/Innovation/AI: Had primary responsibility at Deloitte for technology and innovation operations, including artificial intelligence

Committee Assignments •Audit and Risk (Chair) •Nominating, Governance and Sustainability Other Public Board Service •Current: ServiceNow (NYSE: NOW), a leading cloud digital workflow company (since 2021) and Booking Holdings (NASDAQ: BKNG), a leading provider of online travel and related services (since 2022)



	Efrain Rivera Age 68 Director since 2021 (4 years of tenure)	Key Experience and Qualifications

		Cybersecurity/Data Governance: Participated as a member of the cybersecurity committee at Paychex Finance/Accounting: Held public company CFO positions at Paychex and Bausch & Lomb and is a certified management accountant Global Business: Managed European operations and strategy for Paychex as well as Latin America and Canada for Bausch & Lomb Human Capital Management: Served as a senior executive at Paychex, a leading human capital management company	Mergers and Acquisitions: Managed the M&A function at both Paychex and Bausch & Lomb and oversaw Paychex’s $1.2 billion acquisition of Oasis Outsourcing Public Company Boards: Member of the board of Franklin Covey Co. and sits on its audit committee Risk Management: Oversaw the risk management function as part of his responsibilities at Paychex Technology/Innovation/AI: Former CEO of software-as-a-service (SaaS) technology company, Paychex, taking a leading role in its successful technology transformation

Committee Assignments •Audit and Risk •Nominating, Governance and Sustainability Other Public Board Service •Current: Franklin Covey (NYSE: FC), a global performance improvement company (since 2023)



	Christian Ulbrich Age 58 Director since 2016 (9 years of tenure)	Key Experience and Qualifications

		Finance/Accounting: Started his career in banking, serving as CEO of Bank Companie Nord and leader of Warburg Bank’s real estate group, HIH prior to his tenure at JLL Global Business: As CEO of JLL, leads an organization that operates in over 80 countries around the world Mergers and Acquisitions: Led JLL’s $2 billion acquisition of HFF, Inc., a leading real estate capital markets advisor Public Company Boards: Decade-long service on the Supervisory Board of Vonovia, SE and a member of its Strategy, Finance and Sustainability Committee, among others Real Estate Industry: Extensive real estate experience spanning over two decades, including multiple leadership roles at JLL where he progressed from Managing Director of	Germany to Global CEO, overseeing the Company’s worldwide operations and strategic direction in the commercial real estate services and investment management sectors Risk Management: Directs complex international operations and strategic decisions that require careful assessment and mitigation of various financial, operational, and market risks in the dynamic real estate industry Sustainability: Consistently championed sustainability initiatives within the real estate industry, driving JLL’s commitment to support our clients in reducing their energy costs Technology/Innovation/AI: Led JLL’s technology transformation including creation of the JLL Technologies business line and its technology-focused JLL Spark investment fund

Committee Assignments •None Other Public Board Service •Prior within the last five years: Vonovia SE (2014-2024)



JLL Board of Directors


						Committees of the Board Audit and Risk \| Compensation \| Nominating, Governance and Sustainability
Chief Executive Officer (CEO)



Global Executive Board (GEB)



All members of the Audit and Risk, Nominating, Governance and Sustainability, and Compensation Committees are non-employee Directors who are independent under NYSE listing standards, JLL’s Corporate Governance Guidelines, and applicable rules under the Securities Exchange Act of 1934 Act (the 1934 Act).


Members*						The Audit and Risk Committee acts on behalf of the Board to monitor

Joseph (Larry) Quinlan (Chair) Susan M. Gore Tina Ju Siddharth (Bobby) Mehta Jeetendra (Jeetu) I. Patel Ann Marie Petach Efrain Rivera Number of meetings in 2024: 9 98% attendance by all members *Ann Marie Petach was a member of the Audit and Risk Committee through May 2024; Susan M. Gore was a member of the Audit and Risk Committee beginning in May 2024						•the integrity of JLL’s financial statements; •the qualification, independence and performance of JLL’s independent registered public accounting firm; •the performance of our internal audit function; •JLL’s enterprise risk management framework; and •JLL’s cybersecurity and information technology readiness. See also the “Audit and Risk Committee Report” on page 87. Our Board has determined that each member of our Audit and Risk Committee is “financially literate” as required by the NYSE. Our Board has also determined that Ms. Gore, Mr. Mehta, and Mr. Rivera are “audit committee financial experts” as defined by SEC rule.


Members						The Compensation Committee acts on behalf of the Board to

Deborah H. McAneny (Chair) Hugo Bagué Matthew Carter, Jr. Bridget Macaskill Siddharth (Bobby) Mehta Moses Ojeisekhoba Number of meetings in 2024: 7 95% attendance by all members						•formulate, evaluate and approve the compensation of JLL’s GEB; •oversee all compensation programs involving the use of JLL common stock; and •approve performance goals for our GEB incentive compensation programs and review the extent to which those performance goals have been achieved at the end of each performance period. See also the “Compensation Committee Report” on page 56. The Board has determined that all Compensation Committee members are independent within the meaning of NYSE rules, including the heightened independence criteria for Compensation Committee members. All are “non-employee” directors under SEC rules and outside directors under the Internal Revenue Code. Compensation Committee interlocks and insider participation There are no Compensation Committee interlocks, and there is no insider participation on the Compensation Committee. Certain executive leaders attend meetings of the Compensation Committee in order to present information and answer questions.


Members						The Nominating, Governance and Sustainability Committee acts on behalf of the Board to

As a policy matter, all of our non-employee Directors are automatically members of this committee. Mr. Carter serves as Chair. Number of meetings in 2024: 4 98% attendance by all members						•identify and recommend qualified candidates to be Director nominees and to fill vacancies on the Board occurring between annual meetings; •recommend Directors to serve on each Board Committee; •develop and recommend the Corporate Governance Guidelines; •oversee JLL’s policies and programs and related risks to JLL that concern certain environmental, social, legislative, regulatory and public policy matters; and •lead the annual review of the Board’s performance.



1.			Information gathered •(Odd Years) An independent consultant conducts a one-on-one assessment with each Director in January and February regarding Board and committee effectiveness and engagement for the previous year. •(Even Years including 2024) Each Director completes a written self-assessment questionnaire on an anonymous basis in January regarding Board and Committee effectiveness and engagement.

2.			Compilation and initial review of information •(Odd Years) The independent consultant or internal legal personnel, as applicable, compiles information from these individual assessments without individual attribution. •(Even Years including 2024) The Chair of the Nominating, Governance and Sustainability Committee reviews the anonymized information from the individual assessments, including with the independent consultant, as applicable.

3.			Committee and full Board sessions •The independent consultant or Chair of the Nominating, Governance and Sustainability Committee, as applicable, leads a discussion with the full Board at its March meeting regarding the assessments provided by the Board members. •The Board continues the discussion around Board and Committee effectiveness and engagement in non-management executive sessions. •As needed, individual Board Committees discuss assessments provided.



By email boardofdirectors@jll.com Corporate Secretary will forward to all Directors			By mail Jones Lang LaSalle Incorporated c/o Corporate Secretary 200 East Randolph Drive Chicago, Illinois 60601 Corporate Secretary will forward to the intended recipient(s)



Annual cash retainer			•Each Director — $115,000 ($100,000 prior to June 1, 2024) •Chairman of the Board — additional $60,000 Paid in quarterly installments


Annual grant of JLL stock			•Each Director — Annual grant of JLL common stock valued at $200,000 •Chairman of the Board — additional annual grant of common stock valued at $110,000 Paid annually after the annual shareholders meeting


Annual cash retainer for Committee Chair or Member			•Audit and Risk Committee Chair — $25,000 •Compensation Committee Chair — $25,000 •Nominating, Governance and Sustainability Committee Chair — $15,000 •Audit and Risk Committee member (other than chair) — $10,000 •Compensation Committee member (other than chair) — $10,000 •Nominating, Governance and Sustainability Committee member (other than chair) — $5,000 Paid annually in third quarter


Name	Fees Earned or Paid in Cash(1)	Stock Awards(2)	Option Awards	Non-Equity Incentive Plan Compensation	Change in Pension Value and Nonqualified Deferred Compensation Earnings	All Other Compensation	Total (2024)
Hugo Bagué	$123,750	$200,000	—	—	—	—	$323,750
Matthew Carter, Jr.	$133,750	$200,000	—	—	—	—	$333,750
Susan M. Gore	$82,083	$200,000					$282,083
Tina Ju	$123,750	$200,000	—	—	—	—	$323,750
Bridget Macaskill	$123,750	$200,000	—	—	—	—	$323,750
Deborah H. McAneny	$138,750	$200,000	—	—	—	—	$338,750
Siddharth (Bobby) Mehta	$193,750	$310,000	—	—	—	—	$503,750
Moses Ojeisekhoba	$123,750	$200,000	—	—	—	—	$323,750
Jeetendra (Jeetu) I. Patel	$123,750	$200,000	—	—	—	—	$323,750
Ann Marie Petach(3)	$50,000	$—	—	—	—	—	$50,000
Joseph (Larry) Quinlan	$138,750	$200,000	—	—	—	—	$338,750
Efrain Rivera	$123,750	$200,000	—	—	—	—	$323,750


Name	Shares Directly Owned (#)	Restricted Stock Units (#)	Total (#)	Value at March 31, 2025
Hugo Bagué	26,287	—	26,287	$6,516,810
Matthew Carter, Jr.	7,454	—	7,454	$1,847,921
Susan M. Gore	1,458	—	1,458	$361,453
Tina Ju	6,512	—	6,512	$1,614,390
Bridget Macaskill	10,487	—	10,487	$2,599,832
Deborah H. McAneny	16,615	—	16,615	$4,119,025
Siddharth (Bobby) Mehta	8,984	—	8,984	$2,227,223
Moses Ojeisekhoba	4,531	—	4,531	$1,123,280
Jeetendra (Jeetu) I. Patel	6,803	—	6,803	$1,686,532
Josephy (Larry) Quinlan	3,669	—	3,669	$909,582
Efrain Rivera	6,050	—	6,050	$1,499,856


Name			Title (1)
Christian Ulbrich			Chief Executive Officer and President
Richard Bloxam			Chief Executive Officer, Capital Markets Services
Karen Brennan			Chief Financial Officer
Neil Murray			Chief Executive Officer, Real Estate Management Services
Mihir Shah			Chief Executive Officer, JLL Technologies
Yishai Lerner(2)			Former Co-Chief Executive Officer, JLL Technologies


What we do						What we don’t do

Align pay for performance						No personal perquisites of any significance
Build in flexibility to address the financial results of an inherently cyclical business						No excise tax gross-ups upon change in control
Maintain a mix of short- and long-term compensation elements
Include double-trigger change in control provisions for LTIP stock awards
Design compensation programs to mitigate undue risk
Maintain stock ownership guidelines
Prohibit hedging or pledging of JLL stock and short-sales
Utilize an independent compensation consulting firm
Clawback of certain incentives in the event of a subsequent restatement of financial statements


Company			2024 and 2023 Peer Group
AECOM			X
Aon plc			X
CACI International Inc.			X
CBRE Group, Inc.			X
CGI Group Inc.			X
Cognizant Technology Solutions Corporation			X
Cushman & Wakefield plc			X
DXC Technology Company			X
EMCOR Group, Inc.			X
Equifax Inc.			X
Fidelity National Information Services, Inc.			X
Fluor Corporation			X
Invesco Ltd.			X
Jacobs Engineering Group Inc.			X
Leidos Holdings, Inc.			X
ManpowerGroup Inc.			X
Marsh & McLennan Companies, Inc.			X
Prologis Inc.			X
Raymond James Financial Inc.			X
Robert Half International Inc.			X
T. Rowe Price Group, Inc.			X
Willis Towers Watson Public Limited Company			X


Name	2024 Base Salary	2023 Base Salary
Christian Ulbrich(1)	$1,000,000	$1,032,158
Richard Bloxam(2)	$616,092	$504,353
Karen Brennan	$600,000	$500,000
Neil Murray	$600,000	$500,000
Mihir Shah	$600,000	$500,000
Yishai Lerner	$600,000	$500,000


Performance Measures*	Performance Weighting	What is it?

AIP Adjusted EBITDA	50%	Earnings before interest, taxes, depreciation and amortization, adjusted to exclude: net non-cash mortgage servicing rights, mortgage banking derivative activity, equity earnings/losses for Investment Management and Software and Technology Solutions, credit losses on convertible note investments, net loss on dispositions and interest on employee loans, net of forgiveness, along with restructuring and acquisition charges.


AIP Adjusted EBITDA Margin	25%	AIP Adjusted EBITDA divided by our externally reported Revenue less directly and indirectly reimbursed costs and Net non-cash MSRs.


Strategic Factors	25%	Strategic objectives for 2024 included driving operational efficiencies and productivity, cross selling, and technology transformation.


Executive	Leadership Multiplier	Rationale

Christian Ulbrich	110%	Guided the company to strong performance despite global volatility and geopolitical challenges. Advanced technology adoption, particularly in AI, enhancing our capabilities and market position. Strengthened status as employer of choice through improved employee engagement. Implemented strategic organizational changes in 2024, setting a solid foundation for 2025 by improving efficiency and agility. Implemented initiatives that resulted in continued cost savings, better understanding of country-level performance, and a broader leadership focus on profitability.


Richard Bloxam	100%	Led the Capital Markets team in advancing the organization's technology adoption, emphasizing the increased use of digital tools. Valuations Advisory made notable progress on their objectives. Spearheaded efforts and exceeded targets in enhancing automation and service quality. Maintained focus on Research and Innovation initiatives to proactively engage and guide clients in the formulation and execution of investment strategies.


Karen Brennan	100%	Successfully led multiple strategic acquisitions, aligning with the company's long-term goals and delivering positive organizational outcomes. Effectively scaled the Finance function through strategic organizational and leadership changes. Implemented robust capital allocation and cash flow management strategies, ensuring financial stability and positioning for future growth. Streamlined incentive compensation administration and governance through automation and centralization.


Neil Murray	100%	Developed and executed a multi-year margin expansion plan and investment strategy. Spearheaded the Work Dynamics business to establish itself as a market leader in digital transformation and AI integration. Leveraged supply chain to improve business performance and executed a key strategic acquisition to strengthen our data center capabilities. Established a successful global client engagement strategy, resulting in high performance globally.


Mihir Shah	100%	Led significant progress in the tech transformational journey. Aligned JLLT's structure with core business, enhancing connectivity and product adoption through closer integration with services. Successfully navigated organizational changes within JLLT, strengthening leadership relationships and refining the tech strategy. Assumed sole leadership of JLLT.


Executive	(A) Bonus Target	(B) Financial and Strategic Factor Goals Payout Percentage		(C) Calculated Performance Basis of Award	(D) Leadership Multiplier		Final Cash AIP Award (A)x(B)x(D)
Christian Ulbrich	$3,000,000	140.6	%	$4,218,000	110	%	$4,639,800
Richard Bloxam	$1,880,000	140.6	%	$2,643,280	100	%	$2,643,280
Karen Brennan	$1,600,000	140.6	%	$2,249,600	100	%	$2,249,600
Neil Murray	$1,800,000	140.6	%	$2,530,800	100	%	$2,530,800
Mihir Shah	$1,920,000	140.6	%	$2,699,520	100	%	$2,699,520