Field Griffith
About Field Griffith
Field Griffith is an independent director of Blackstone Real Estate Income Trust, Inc. (BSTT), age 71, serving since July 2016; he chairs the Compensation Committee and also sits on the Affiliate Transaction Committee and the Nominating & Corporate Governance Committee . He was Director of Real Assets Investments at the Virginia Retirement System (2004–2016), is a Chartered Financial Analyst, and holds a BA from Beloit College and an MBA from the University of Washington . The Board has affirmatively determined that Griffith is independent under SEC and NYSE standards and company criteria .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Virginia Retirement System | Director of Real Assets Investments; member of management committee | 2004–2016 | Managed global real estate, infrastructure, and natural resources portfolios across public/private equity and debt; oversight via separate accounts, JVs, and funds . |
| Gemini Rosemont Commercial Real Estate | Senior executive (portfolio management) | 1999–2004 | Real estate portfolio management activities . |
| UNUM Life Insurance Company | Real estate investment group (mortgage/equity underwriting; acquisitions/dispositions; portfolio management) | 1985–1999 | Underwriting, structuring, property transactions, portfolio management . |
| Phoenix Home Life Insurance Company | Real estate investment group | 1983–1985 | Real estate investments . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| The Forest Company Limited | Non‑executive director | Since Mar 2017 | Ongoing board service . |
| Prime Property Fund LLC | Director | Since Feb 2018 | Ongoing board service . |
| Pension Real Estate Association | Board member | 2007–2013 | Industry association governance experience . |
| Tedford Housing, Inc. | Director (non‑profit) | Aug 2017–Mar 2021 | Community-focused non-profit . |
Board Governance
- Independence and structure: Board is majority independent; Griffith is one of five directors determined independent under SEC/NYSE standards and company criteria .
- Committee assignments: Compensation Committee (Chair), Affiliate Transaction Committee (member), Nominating & Corporate Governance Committee (member) .
- Related-party oversight: Griffith serves on the Affiliate Transaction Committee, which reviews and must approve related person transactions; the committee reported 2024 transactions as fair and reasonable and affirmed policies to address conflicts with Blackstone affiliates .
- Attendance and engagement: In 2024, the Board met 13 times; Audit 4; Affiliate Transaction 7; Compensation 4; Nominating & Corporate Governance 2; each director attended at least 75% of the combined Board and applicable committee meetings in 2024 .
- Executive sessions: Non‑management directors regularly hold executive sessions without management present .
Committee Coverage Snapshot (2024)
| Committee | Griffith’s Role | 2024 Meetings |
|---|---|---|
| Compensation | Chair | 4 |
| Affiliate Transaction | Member | 7 |
| Nominating & Corporate Governance | Member | 2 |
Fixed Compensation
- Non‑employee director policy (2024): Annual retainer $290,000, comprising $90,000 cash and $200,000 restricted stock; Audit Chair receives an additional $25,000; other committee Chairs receive an additional $15,000; Board Chair receives an additional $100,000; no meeting fees .
- Actual 2024 compensation (Griffith): Cash $97,500; Stock awards $200,000; Total $297,500 (reflects policy changes and/or proration in year) .
Policy Snapshot (Year-over-Year)
| Policy Item | FY 2023 Policy | FY 2024 Policy |
|---|---|---|
| Cash retainer | $80,000 | $90,000 |
| Equity retainer (restricted stock) | $145,000 | $200,000 |
| Audit Chair fee | $15,000 | $25,000 |
| Other committee Chair fee | $10,000 | $15,000 |
| Meeting fees | None | None |
2024 Actual (Griffith)
| Component | Amount ($) |
|---|---|
| Fees earned/paid in cash | $97,500 |
| Stock awards (grant-date fair value) | $200,000 |
| Total | $297,500 |
- Stock ownership guideline (non‑employee directors): Must own shares equal to 5x annual cash retainer within five years; all non‑employee directors are in compliance .
Performance Compensation
- Annual director equity grant: 14,269 restricted Class I shares granted in August 2024 (value determined by NAV/share at grant), vesting in August 2025; awards are time‑based (no performance metrics) .
| Award Type | Grant Date | Shares | Fair Value | Vesting | Performance Metrics |
|---|---|---|---|---|---|
| Restricted stock (Class I) | Aug 2024 | 14,269 | $200,000 | Vests Aug 2025 | None disclosed (time‑based) |
Note: BSTT does not disclose performance metrics for director equity; awards vest based on time only .
Other Directorships & Interlocks
- Current external boards: The Forest Company Limited (non‑executive director), Prime Property Fund LLC (director) .
- Compensation Committee interlocks: In 2024, the Compensation Committee (Beier, Griffith, Lewis) had no interlocks or relationships requiring disclosure under Item 404; none were officers or employees of the Company .
Expertise & Qualifications
- Chartered Financial Analyst; BA (Beloit College); MBA (University of Washington) .
- Deep institutional real assets portfolio management experience (public/private equity and debt; separate accounts/JVs/funds), relevant to BSTT’s real estate investment mandate .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Class | As-of Date | Shares Outstanding (Total) |
|---|---|---|---|---|---|
| Field Griffith | 91,737 | <1% | Class I | Mar 28, 2025 | 3,651,641,363 |
- Hedging/pledging: Company states it does not have a hedging policy for officers, employees, and directors at this time (no explicit pledging policy disclosed in the proxy) .
Governance Assessment
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Strengths
- Independent director since 2016 with relevant domain expertise; Board has formally determined independence .
- Meaningful governance roles: Compensation Committee Chair and member of the Affiliate Transaction Committee and Nominating & Corporate Governance Committee, indicating active involvement in oversight .
- Attendance: Board and committees met frequently in 2024, and each director attended at least 75% of combined meetings, supporting engagement .
- Conflict management: As a member of the Affiliate Transaction Committee, Griffith participates in reviewing and approving related‑party transactions; the committee reported 2024 transactions as fair and reasonable, and policies are designed to address conflicts with Blackstone affiliates and require independent review .
- Compensation governance: Compensation Committee used an external advisor (Partners Consulting L.P., $30,000) and reported no interlocks or related‑party issues, which supports independence in pay oversight .
-
Watch items / Potential red flags
- Structural conflicts are inherent due to extensive dealings with Blackstone affiliates and Other Blackstone Accounts; oversight rests on the Affiliate Transaction Committee’s effectiveness and independence .
- No company hedging policy for directors could permit hedging of company stock, potentially weakening alignment; consider this in alignment assessments despite ownership guideline compliance .
- Director ownership represents less than 1% of shares outstanding, typical given the very large base, but alignment relies primarily on ongoing equity grants and the 5x cash retainer ownership guideline .
Overall, Griffith’s institutional real assets background and committee leadership (Compensation) and participation (Affiliate Transaction; Nominating & Corporate Governance) suggest strong board effectiveness in oversight, with conflict risks mitigated via independent committee processes that he helps lead or staff .