Steven A. Webster
About Steven A. Webster
Independent director (Trust Manager) at Camden Property Trust since 1993; age 73. Background spans founding, leading, and investing across energy and industrials, including CEO of Falcon Drilling (later R&B Falcon), partner roles at DLJ Merchant Banking, co‑founder/managing partner at Avista Capital Partners (2005–2018), and current managing partner at AEC Partners. Education: MBA from Harvard Business School; BSIM and honorary Doctorate in Management from Purdue University. Nominated for extensive financial knowledge, capital markets/M&A expertise, and governance experience; designated independent. Committees: Compensation; Nominating, Corporate Governance, and Sustainability (NCG&S). Current external public board: Oceaneering International, Inc.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Falcon Drilling (R&B Falcon; FLC:NYSE) | Founder; CEO | Founded 1988; IPO 1995; CEO through 1999 | Led IPO; merger forming leading offshore driller; sold to Transocean post‑1999 |
| DLJ Merchant Banking | Principal/PE leader (energy) | Post‑sale of R&B Falcon (dates not specified) | Built private equity practice in energy |
| Avista Capital Partners | Co‑founder; Managing Partner | 2005–2018 | Energy and healthcare focused PE firm |
| AEC Partners | Managing Partner | 2018–present | Successor to Avista; active PE investing in energy/other industries |
| Carrizo Oil & Gas; Basic Energy Services; Hercules Offshore | Co‑founder | Not specified | Multiple public energy co‑foundings; executive/board experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Oceaneering International, Inc. | Director | Current | Not disclosed in CPT proxy |
| ERA Group, Inc. | Director | 2013–2020 | Helicopter ops/leasing |
| Callon Petroleum Company (or predecessor) | Director | 1993–2024; company acquired April 2024 | Oil & gas exploration/development |
Board Governance
- Independence: Identified as independent; serves on Compensation and NCG&S committees. Not a chair; NCG&S chaired by Frances Aldrich Sevilla‑Sacasa; Compensation chaired by Renu Khator.
- Board/Committee activity: Board met five times in 2024; all Trust Managers attended at least 80% of Board and applicable committee meetings. Compensation Committee held two meetings in 2024. Executive Committee met none.
- Executive sessions: Independent Trust Managers hold regular executive sessions before/after each scheduled Board meeting; any independent director may call additional sessions.
- Lead Independent Director: Kelvin R. Westbrook, Lead Independent Trust Manager since 2017.
Fixed Compensation (Independent Director – 2024)
| Component | Amount | Notes |
|---|---|---|
| Annual cash fees (committees) | $18,000 | Sum of Compensation Committee member ($10,000) + NCG&S member ($8,000) |
| Annual base cash fee | $80,000 | All independent directors may elect shares instead of cash (see Equity). Paid annually, in advance; deferrable under Non‑Qualified Deferred Compensation Plan. |
| Committee fee schedule (for context) | See notes | Audit chair $30,000; Comp chair $25,000; NCG&S chair $20,000; Audit member $12,500; Comp member $10,000; NCG&S member $8,000. Effective May 9, 2025 NCG&S member increases to $9,000; Lead Independent increases to $40,000. |
Performance Compensation (Independent Director – 2024)
| Component | Grant Date | Grant Value | Structure | Vesting |
|---|---|---|---|---|
| Annual equity award (fully vested) | May 10, 2024 | $110,035 | Annual fully‑vested share award upon re‑election | Fully vested at grant |
| Equity in lieu of $80k cash fee | May 10, 2024 | $120,048 | Elective share award valued at 150% of cash fee (two‑thirds price mechanism) | 25% at grant; 25% annually over next 3 years; accelerated vesting upon reaching age 65 (Mr. Webster >65; thus fully vested) |
| Total stock awards (ASC 718 grant date fair value) | 2024 | $230,083 | Reported in Director Compensation Table | See above |
- Performance metrics: Director equity is time‑based; no TSR/financial hurdles disclosed for director awards. Clawback policy administration overseen by Compensation Committee (policy applies to NEOs; director‑specific clawback not detailed).
Other Directorships & Interlocks
- Compensation Committee Interlocks: None; no relationships requiring related‑party disclosure. No CPT executive served on compensation committees of entities whose executives served on CPT’s Compensation Committee during 2024.
Expertise & Qualifications
- Core skills: Corporate finance, capital markets, investments, M&A, complex financial transactions; seasoned public company CEO/director; governance expertise.
- Education: MBA (Harvard); BSIM & honorary Doctorate in Management (Purdue).
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| Steven A. Webster | 143,737 | <1% | Beneficial ownership includes rights to acquire shares within 60 days via vested options held in a rabbi trust under a deferred comp plan (where applicable); as of Dec 31, 2024 independent Trust Managers held no vested/unvested ordinary share options; Mr. Webster had no unvested director equity awards outstanding due to age‑based accelerated vesting. |
- Director equity election mechanics: If shares are elected instead of the $80,000 cash fee, shares are issued at two‑thirds of closing price (grant value equal to 150% of cash); vest 25% at grant and 25% annually over three years, subject to accelerated vesting at age 65 (applies to Mr. Webster).
- Hedging/pledging: CPT prohibits NEO hedging and generally discourages NEO pledging; director‑specific hedging/pledging disclosure not stated in proxy.
Governance Assessment
- Strengths: Long‑tenured independent director with deep finance/M&A expertise; committee service on Compensation and NCG&S supports oversight of pay, governance, and sustainability; strong attendance (>80% threshold met); equity‑heavy director compensation (fully vested annual award plus elective equity in lieu of cash) aligns pay with share performance.
- Neutral/monitor: Very long tenure (since 1993) can raise independence perceptions among some investors; industry focus (energy) is outside CPT’s multifamily REIT domain—likely low direct conflict, but continued monitoring of external roles advisable. No related‑party transactions or interlocks disclosed. Compensation Committee met twice in 2024—adequate but on the lower side; context provided by overall Board activity and executive sessions.
- Red flags: None disclosed—no related‑party transactions, no option repricing, no tax gross‑ups noted in director context; unvested awards accelerated due to age (policy‑based, consistent across directors ≥65).