Dawanna Williams
About Dawanna Williams
Dawanna Williams, age 56, has served as an independent director of ACRES Commercial Realty Corp. (ACR) since June 2021. She is Managing Principal and founder of Dabar Development Partners (since September 2003), with over 20 years of real estate investing and development experience and prior legal roles in commercial real estate at Sidley Austin LLP and Paul Hastings. She currently serves on public and private boards in real estate, bringing legal, investment, and governance expertise to ACR’s Board . The Board has determined she meets NYSE independence requirements; each director attended at least 75% of Board/committee meetings in FY2024, and the Board held six meetings in 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Dabar Development Partners | Founder & Managing Principal | Sep 2003 – Present | Leads development/investment in NYC; strategic real estate leadership |
| Victory Education Partners | General Counsel | Aug 2010 – Dec 2013 | Legal leadership; governance and compliance |
| Sidley Austin LLP | Senior Associate, Commercial Real Estate | May 1999 – Aug 2003 | Transactional real estate legal expertise |
| Paul Hastings | Associate | Jul 1996 – Mar 1999 | Commercial real estate legal practice |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Compass, Inc. (NYSE: COMP) | Director | Since 2022 | Technology-enabled residential brokerage; governance exposure |
| Ares Industrial Real Estate Income Trust (non-traded REIT) | Director | Since Aug 2023 | Industrial real estate oversight |
| FocusImpact Acquisition Corp. (SPAC) | Director | Nov 2021 – Oct 2024 | Public company board experience through de-SPAC cycle |
| New York Real Estate Chamber | Board Member | Since 2014 | Industry advocacy; network access |
| NYC Trust for Cultural Resources | Board Member | Since 2017 | Public-sector governance interface |
| Apollo Theater | Director; Chair, Real Estate Committee | Since 2018 | Chairs RE Committee; real estate stewardship |
Board Governance
- Independence: The Board determined Williams is independent under NYSE Section 303A.02; no material relationships with ACR beyond director/stockholder status .
- Attendance: Board held six meetings in FY2024; all directors attended at least 75% of Board and applicable committee meetings .
- Committee assignments (2024):
- Nominating, Environmental, Social and Governance (ESG) Committee: Members are Levin (Chair), Ickowicz, Williams, and Edwards; three meetings held in 2024 .
- Audit Committee: Neff (Chair), Kessler, Edwards; 14 meetings in 2024 .
- Compensation Committee: Kessler (Chair), Levin, Neff .
- Investment Committee: Members include Ickowicz and Kessler; not solely independent by design .
- Executive sessions: Non-management directors meet quarterly in executive session with a rotating presiding chair among Audit, Compensation, and Nominating & ESG committee chairs .
- Over-boarding policy: No director may serve on more than three other public company boards without Board consent; currently only one director serves on one other public company board (Williams is on Compass) .
Fixed Compensation (Director)
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Non-employee directors; paid quarterly |
| Committee membership fees | $0 | No fees disclosed for Nominating & ESG members; Audit ($10k), Compensation ($5k), Investment ($30k) apply to those specific committees; Williams’ total cash equals the retainer |
| Chair fees | $0 | Chair stipends apply to Audit and Compensation; Williams is not a chair |
| Total cash fees (2024) | $100,000 | As reported for Williams |
Performance Compensation (Director)
| Metric/Grant | Date | Shares | Grant-Date Fair Value | Vesting | Notes |
|---|---|---|---|---|---|
| Restricted stock tied to book value performance (threshold achieved) | May 7, 2024 | 4,762 | $66,287 | Four-year vesting | Priced at $13.92 per share; grant occurred when Company reported book value $27.00 |
| Performance framework | Adopted post-ACRES Transaction | — | — | Four-year vesting | Compensation Committee will grant up to 333,333 restricted shares upon achieving book value targets of $21, $24, $27, $30, $33, and $36; grants in May 2022 and May 2024 when $24 and $27 thresholds were met, respectively |
The director equity program emphasizes at-risk, performance-linked awards using book value milestones; directors (excluding Fentress and Fogel) were recipients when thresholds were achieved .
Other Directorships & Interlocks
| Company/Entity | Relationship to ACR | Potential Interlock/Conflict Considerations |
|---|---|---|
| Compass, Inc. (NYSE: COMP) | Unrelated business (residential brokerage) | Limited direct conflict with commercial RE lending; enhances real estate market insight |
| Ares Industrial REIT (non-traded) | Industrial real estate ownership | Not an ACR manager affiliate; monitor any transactional overlap; none disclosed |
| FocusImpact Acquisition Corp. | SPAC (former) | No ongoing role post-Oct 2024; no conflicts disclosed |
| ACRES Capital Manager relationship | ACR is externally managed; directors Fentress and Fogel are Manager-affiliated | Williams is independent and not Manager-affiliated; related party disclosures focus on Manager fees/reimbursements |
Expertise & Qualifications
- Real estate investing/development executive with >20 years’ experience; founder/operator perspective .
- Commercial real estate legal training and practice at Sidley Austin and Paul Hastings; General Counsel experience .
- Public company board experience (Compass; FocusImpact) and non-traded REIT board (Ares Industrial REIT) .
- Community and cultural institution governance; chairs Apollo Theater’s Real Estate Committee .
Equity Ownership
| Security | Beneficial Ownership | Percentage of Class | Notes |
|---|---|---|---|
| Common stock | 9,524 | <1% | Includes unvested restricted stock with voting/dividends rights per policy |
| Series C Preferred | — | — | No holdings disclosed |
| Series D Preferred | — | — | No holdings disclosed |
Policies:
- Pledging/hedging prohibition: Company policy prohibits speculative trading, pledging, and hedging of Company securities .
- Section 16(a) compliance: Company reports directors/executives were compliant in FY2024; one late Form 4 for an executive, not a director; no issues noted for Williams .
Governance Assessment
- Independence and attendance: Williams is NYSE-independent and met the Company’s minimum attendance requirements; presence on Nominating & ESG aligns with governance oversight and board refreshment focus .
- Alignment: Director pay mixes a fixed retainer with performance-linked restricted stock grants contingent on book value thresholds and subject to multi-year vesting, supporting long-term alignment; her reported 2024 grant reflects achievement of the $27 book value milestone .
- Conflicts/related party exposure: No related party transactions identified for Williams. ACR’s external manager and Manager-affiliated directors present structural conflicts at the Company level, but Williams’ independence and lack of Manager affiliation mitigate direct conflicts for her .
- Over-boarding risk: Board policy limits service on other public boards; current practice indicates only one director serves on one other public board (Williams on Compass), within policy parameters .
- RED FLAGS: None disclosed specific to Williams (no pledging, no late filings, no related-party transactions). Continued monitoring warranted for potential transactional overlaps across real estate entities, though none are disclosed in the proxy .
Say-on-pay context: 83% approval in 2024 indicates shareholder support for compensation philosophy; though primarily focused on executives, it signals broader governance confidence .