Sourav Ghosh
About Sourav Ghosh
Independent Class II director at a.k.a. Brands since June 2022; age 48 as of April 15, 2025. Currently CFO of Host Hotels & Resorts, Inc. (REIT) since September 2020, with prior roles in strategy, analytics, and asset management at Host. Holds an MBA from University of Maryland Global Campus and a B.S. in Hospitality and Finance from Widener University. Designated “audit committee financial expert” and serves as Audit Committee Chair.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Host Hotels & Resorts, Inc. | Chief Financial Officer | Sep 2020–present | Senior finance leadership; public company IFRS/GAAP oversight |
| Host Hotels & Resorts, Inc. | EVP, Corporate Strategy & Analytics | Feb 2020–Sep 2020 | Led strategy and analytics function |
| Host Hotels & Resorts, Inc. | Global Head, Enterprise Analytics | Jan 2017–Feb 2020 | Built enterprise analytics capability |
| Host Hotels & Resorts, Inc. | SVP, Global BI & Strategy – Asset Mgmt | Jul 2015–Dec 2016 | Data-driven asset management |
| Host Hotels & Resorts, Inc. | VP, Business Intelligence & Portfolio Strategy | Aug 2009–Jul 2015 | Portfolio strategy, BI development |
External Roles
| Company | Role | Public/Private | Tenure | Committee roles |
|---|---|---|---|---|
| Host Hotels & Resorts, Inc. | Chief Financial Officer | Public (REIT) | Sep 2020–present | None disclosed (executive role) |
Board Governance
- Committee assignments: Audit Committee Chair (members Ghosh, McCormick, Thompson); Ghosh is an “audit committee financial expert.”
- Independence: Board determined Ghosh is independent under NYSE rules and meets heightened audit committee independence standards.
- Attendance and engagement: In 2024, Board met 9 times; Audit 4, Compensation 6, Nominating 4. Each director attended ≥75% of meetings of the Board and committees served; all 8 directors attended the 2024 annual meeting.
- Executive sessions: Independent directors meet in executive session without management and non‑independent directors; Board Chair presides.
- Controlled company: Summit controls a majority; AKA relies on certain NYSE exemptions (e.g., majority-independent board not required; Nominating not entirely independent), reducing some governance protections.
- Board leadership: Roles of Chair and CEO are separated, which the Board believes enhances oversight.
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Annual cash retainer | $50,000 | $50,000 |
| Audit Committee service fee | $15,000 | $15,000 |
| Total cash fees | $65,000 | $65,000 |
Notes:
- Non-employee directors (not affiliated with Summit) receive $50,000 cash retainer and additional fees: Audit $15,000; Compensation $10,000; Nominating $7,500; Board Chair/Lead Director $20,000 (Board chair fee not applicable to Ghosh).
Performance Compensation
| Equity type | Grant date fair value (2023) | Grant date fair value (2024) | Vesting | Performance metrics |
|---|---|---|---|---|
| RSUs (Director annual grant) | $33,333 | $86,165 | One-year vest | None disclosed for directors |
- Policy indicates annual director RSU grants targeted at ~$100,000 grant date value, subject to one-year vesting; actual value awarded to Ghosh in 2024 was $86,165.
Other Directorships & Interlocks
| Organization | Role | Interlock/Transaction with AKA |
|---|---|---|
| None disclosed | — | No related-party transactions involving Ghosh reported. |
Expertise & Qualifications
- Deep finance and analytics background (CFO, EVP Strategy & Analytics, Global Head – Enterprise Analytics) in a public REIT, relevant to risk oversight and financial reporting.
- Audit Committee Chair with “audit committee financial expert” designation, strengthening financial controls and reporting oversight.
- Academic credentials: MBA (University of Maryland Global Campus), B.S. in Hospitality and Finance (Widener University).
Equity Ownership
| Item | As of | Amount/Status |
|---|---|---|
| Total beneficial ownership (shares) | Apr 15, 2025 | 8,973 shares; <1% of outstanding |
| RSUs vested | Dec 31, 2024 | 8,973 RSUs vested |
| RSUs unvested | Dec 31, 2024 | 5,426 RSUs unvested |
| Options (director) | — | None disclosed for Ghosh |
| Shares pledged as collateral | Policy & disclosure | Hedging and pledging prohibited by company policy; no pledging disclosed for Ghosh. |
Insider filings and trades:
| Date/Item | Summary | Notes |
|---|---|---|
| June 2024 – Form 4 | One Form 4 for RSU grant was filed after the deadline for Ghosh. | Minor compliance lapse; no pattern disclosed. |
Governance Assessment
- Strengths: Independent director with deep finance/analytics expertise; Audit Committee Chair and financial expert; attended ≥75% of required Board/committee meetings; equity grants align director incentives without short-term performance metrics; prohibition on hedging/pledging supports alignment.
- Compensation mix: Cash stable ($65k) while equity increased (from $33,333 in 2023 to $86,165 in 2024), enhancing long-term alignment; consistent with RSU-only approach and one-year vesting for directors.
- Risks/RED FLAGS:
- Controlled company governance: Reliance on NYSE exemptions (e.g., not fully independent committees/board possible), reducing shareholder protections; Summit retains nomination and committee participation rights.
- Internal control material weaknesses disclosed in 2024/2023 periods (entity-level controls, segregation of duties) undergoing remediation; Audit oversight critical.
- Section 16(a) compliance: One late Form 4 for Ghosh in June 2024 (RSU grant) indicates a minor compliance lapse; monitor timeliness.
Shareholder voting/engagement context:
- 2025 annual meeting: ~77.6% turnout; Class I directors elected with strong support; auditor ratified (PwC USA).
- Director attendance at annual meeting: All 8 current directors attended 2024 annual meeting.
Overall implication: Ghosh’s finance rigor and audit leadership are positives for investor confidence, particularly amid control environment remediation; controlled company status and the single late filing are watch items, but no related-party conflicts or pledging are disclosed.