Marcie Edwards
About Marcie Edwards
Independent director of Creative Media & Community Trust Corporation (CMCT) since February 11, 2021. Former General Manager of the Los Angeles Department of Water & Power (LADWP) (2014–2017) and City Manager of Anaheim (2013–2014). Age 67; Master of Public Administration, University of La Verne. Core credentials include oversight of multi‑billion dollar public budgets, utility operations, and board governance; served on the Water & Power Employees’ Retirement Plan board overseeing >$12B in investments at LADWP .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Los Angeles Department of Water & Power (LADWP) | General Manager | 2014–2017 | Managed ~$6B annual budget and ~10,000 employees; served on Water & Power Employees’ Retirement Plan board overseeing >$12B investments . |
| City of Anaheim | City Manager | 2013–2014 | Oversaw >$1B budget and ~3,000 employees including police, fire, public utility . |
| Anaheim Public Utilities | Utility General Manager | 2000–2012 | Led municipal utility operations . |
| LADWP | Various positions | Prior to 2000 | ~25 years of roles leading to GM appointment . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| S&C Electric Company (Chicago; private) | Board Member | Since 2019 | Audit Committee member since 2021 . |
| Southern California Gas Company | Advisory Safety Council | Since 2019 | Advisory appointment . |
| California Wildfire Safety Advisory Board | Chair (gubernatorial appointee) | 2019–2021 | Oversight/advisory on wildfire safety . |
Board Governance
| Item | Detail |
|---|---|
| Independence | Board determined Ms. Edwards is independent under Nasdaq and SEC rules . |
| Committees | Audit Committee member (Chair: Elaine Wong; members: Wong, John Hope Bryant, Edwards) . Nominating & Corporate Governance Committee member (Chair: Douglas Bech; members: Bech, Edwards) . |
| Committee Activity (2023) | Audit Committee met 5 times; Nominating & Corporate Governance Committee met 2 times . |
| Board Meetings (2023) | Board held 6 meetings; each director attended at least 75% of Board and committee meetings where they served . |
| Executive Sessions | Independent directors hold at least one executive session per year without management . |
| Leadership Structure | Chairman (Richard Ressler) and CEO (David Thompson) roles separated; Board oversees risk with Audit Committee focus on financial reporting and SEC cybersecurity compliance . |
Fixed Compensation
| Component | 2023/2024 Policy | Notes |
|---|---|---|
| Annual Board Retainer (Cash) | $55,000 | Payable quarterly in advance . |
| Audit Committee Chair Retainer (Cash) | $20,000 | Only for the chair; Edwards is not chair . |
| Other Committee Chair Retainers | None | No separate retainer for Compensation or Nominating chairs . |
| Meeting Fees | Not disclosed (none indicated beyond retainers) | . |
| 2024 Structure | Expected to be substantially the same as 2023 | . |
Director compensation actually paid in 2023 (Edwards):
| Name | Fees Earned (Cash) | Share Awards (Grant‑date fair value) | Total |
|---|---|---|---|
| Marcie Edwards | $55,000 | $54,999 | $109,999 |
Performance Compensation
| Equity Vehicle | Grant Date | Shares Granted | Grant‑Date Fair Value | Vesting |
|---|---|---|---|---|
| Restricted Shares of Common Stock | Aug 2, 2023 | 12,222 | $54,999 (at $4.50/share) | Vest on 1‑year anniversary, subject to continued board service . |
Note: No performance-conditioned (PSU/TSR) metrics disclosed for director equity; grants are time‑based restricted shares .
Other Directorships & Interlocks
- Public company directorships: None disclosed for Ms. Edwards in the past five years (S&C Electric is private) .
- Interlocks/related party: None disclosed for Edwards; Board reviews related person transactions and confirms independence (Edwards determined independent) .
Expertise & Qualifications
- Large‑scale public utility and municipal management (LADWP ~$6B budget; Anaheim >$1B budget) .
- Pension/retirement plan oversight (> $12B investments at Water & Power Employees’ Retirement Plan) .
- Audit oversight experience (CMCT Audit Committee member; S&C Electric Audit Committee member) .
- Policy and safety governance (California Wildfire Safety Advisory Board Chair; SoCalGas Advisory Safety Council) .
- Education: Master in Public Administration, University of La Verne .
Equity Ownership
| As‑of Date (Record Date) | Common Shares Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| June 3, 2024 | 26,051 | <1% | Snapshot prior to share count changes and reverse‑split actions considered in 2025. |
| Aug 26, 2025 | 8,877 | 1.1% (of 789,251 outstanding) | Different capital base following share structure actions; indicates relative increase due to reduced shares outstanding. |
Additional equity details:
- Unvested restricted shares: 12,222 unvested as of Dec 31, 2023 for each independent director receiving 2023 grant (including Edwards) .
- Hedging/pledging policy: Hedging, short selling, and derivatives to offset declines are prohibited; pledging permitted only with approval of a designated company attorney (investor‑alignment positive, with cautious exception on pledging) .
Governance Assessment
-
Strengths:
- Independent status; placed on key gatekeeping committees (Audit; Nominating & Corporate Governance), aligning with best practices for board oversight .
- Strong attendance disclosure (≥75% of Board/committee meetings) and active committee calendars (Audit met 5x in 2023), supporting engagement .
- Director pay is balanced between cash and equity (~50/50), with transparent grant sizing and one‑year vesting, aligning interests without excessive risk‑taking .
-
Watch items / potential red flags:
- Company trading policy allows pledging with approval; while controlled, any pledging allowance can raise alignment concerns for some investors .
- Equity ownership levels moved from <1% (2024) to 1.1% (2025) due to a substantially smaller share count; absolute holdings remain modest (8,877 shares) and should be evaluated in context of any director ownership guidelines (not disclosed) .
- CMCT’s 2025 focus on reverse stock split approvals and prior Nasdaq minimum bid price compliance issues reflect broader capital structure risk; while not director‑specific, governance scrutiny of capital actions remains important for investor confidence .
No director‑specific related‑party transactions, tax gross‑ups, or perquisites are disclosed for Ms. Edwards; independence affirmed by the Board .
Other Directorships & Interlocks (Summary Table)
| Category | Entity | Role | Notes |
|---|---|---|---|
| Private company board | S&C Electric Company | Director; Audit Committee member | Since 2019 (Audit since 2021) . |
| Advisory council | Southern California Gas Company | Advisory Safety Council | Since 2019 . |
| Government advisory | CA Wildfire Safety Advisory Board | Chair | 2019–2021 . |
Board Governance (Committee Detail Table)
| Committee | Role | 2023 Meetings | Notes |
|---|---|---|---|
| Audit | Member | 5 | Chair: Elaine Wong; oversees financial reporting, auditor, compliance, and SEC cybersecurity rule compliance . |
| Nominating & Corporate Governance | Member | 2 | Chair: Douglas Bech; board composition, governance principles, director nominations . |
Director Compensation (Structure vs. Actual)
| Year | Cash Retainer | Equity Grant (Value) | Equity Grant (Shares) | Total |
|---|---|---|---|---|
| 2023 (Edwards actual) | $55,000 | $54,999 | 12,222 (at $4.50) | $109,999 |
| 2024 (policy expectation) | $55,000 | $55,000 expected | Not disclosed (value‑based) | ~$110,000 expected |
Independence, Attendance, and Engagement
- Independent under Nasdaq/SEC standards (along with Bech, Bryant, Wong) .
- Board met 6 times in 2023; each director attended ≥75% of Board and committee meetings; independent directors hold at least one executive session per year .
Notes on Capital Structure Context (Investor Lens)
- In 2025, CMCT sought reverse stock splits (e.g., 1:25 in March; 1:4/1:7/1:10 in August) to support Nasdaq bid‑price compliance; shareholder votes and special meetings underscore elevated governance attention on capital actions .