Billie Williamson
About Billie Williamson
Billie Ida Williamson (age 72) has served on the Cushman & Wakefield board since 2018; she is the Lead Independent Director and chairs the Audit Committee . A certified public accountant and former Big Four senior assurance partner, she brings deep expertise in finance, risk management, financial reporting, internal controls, and audit; the company also identifies her as an audit committee financial expert . Current external public company directorships include Pentair plc (NYSE: PNR) and Cricut, Inc. (NASDAQ: CRCT) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ernst & Young LLP | Senior Assurance Partner | 1974–1993; 1998–2011 | Extensive audit/financial reporting and internal controls leadership |
| Marriott International, Inc. | Senior Vice President, Finance and Corporate Controller | 1996–1998 | Public company controller experience |
| AMX Corporation | Chief Financial Officer | 1993–1996 | Corporate finance leadership |
External Roles
| Company | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Pentair plc (NYSE: PNR) | Director | Not disclosed | Not disclosed in CWK proxy |
| Cricut, Inc. (NASDAQ: CRCT) | Director | Not disclosed | Not disclosed in CWK proxy |
| Prior boards (selected): Kraton, XL Group, CSRA, Janus Capital Group, Annie’s, Exelis | Director | Historical | Adds broad public company governance perspective |
Board Governance
- Roles and committees: Lead Independent Director; Audit Committee Chair .
- Independence: Listed as “Lead Independent Director”; all standing committees consist solely of independent directors .
- Attendance and engagement: The Board met 4 times in 2024; Audit Committee 11, Compensation 4, NomGov 4. Each director attended ≥75% of Board and committee meetings in 2024; five of ten directors attended the 2024 AGM .
- Executive sessions: Company discloses regular executive sessions of independent directors .
- Governance evolution: Board moving to annual elections via phased declassification beginning 2026 (advisory resolution in redomiciliation process) .
Fixed Compensation
| Element | 2023 | 2024 (program changes effective May 2, 2024) |
|---|---|---|
| Annual Board retainer (Non‑Employee Directors) | $100,000 | $110,000 |
| Lead Independent Director retainer | Not specified | $40,000 |
| Audit Chair retainer | $40,000 | $40,000 |
| Comp Chair retainer | $25,000 | $25,000 |
| NomGov Chair retainer | $15,000 | $20,000 |
| Committee member (Audit/Comp/NomGov) | $10k/$10k/$5k | $10k/$10k/$10k |
| Meeting fees | None (no per‑meeting fees; expenses reimbursed) | None (no per‑meeting fees; expenses reimbursed) |
| Year | Fees Earned or Paid in Cash | Stock Awards (Grant‑date fair value) | Total |
|---|---|---|---|
| 2023 | $140,000 | $180,001 | $320,001 |
| 2024 | $173,241 | $180,004 | $353,245 |
Notes:
- Directors affiliated with Principal Shareholders were not eligible for fees; program reset and lead director retainer confirmed in May 2024 .
- Director compensation continues under new bye‑laws post‑redomiciliation; responsibilities unchanged .
Performance Compensation
| Item | 2023 | 2024 |
|---|---|---|
| Annual equity | RSUs with grant‑date value $180,001; grant date May 11, 2023 | RSUs with grant‑date value $180,004; grant date May 16, 2024 |
| Vesting schedule | Vests on earlier of 1st anniversary or next AGM | Vests on 1st anniversary of grant (2024 policy language); grants on/after May 16, 2024 under Second Amended & Restated 2018 Omnibus Director Plan |
| Performance metrics | None; director RSUs are time‑vesting (no performance conditions) |
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public boards | Pentair plc; Cricut, Inc. |
| Interlocks/conflicts with CWK | No Item 404 related‑party relationships disclosed for 2024 Compensation Committee; no specific related‑party transactions disclosed relating to Ms. Williamson in 2024–2025 related‑party sections . |
| Governance oversight | Audit Committee oversees related‑party transaction policy and approvals . |
Expertise & Qualifications
- CPA with 40+ years across EY, Marriott (Corporate Controller), and AMX (CFO) spanning audit, financial reporting, internal controls, and risk management .
- Designated Audit Committee Financial Expert; Audit Committee chaired by Williamson; all members qualify as financial experts .
- Experience contributes to governance trend awareness and public company oversight .
Equity Ownership
| Metric | 12/31/2023 | 8/26/2025 |
|---|---|---|
| Shares held outright | 50,345 | 88,992 |
| RSUs outstanding | 23,196 | Not disclosed in 2025 redomiciliation proxy |
| Ownership guideline status | Met (5x annual cash retainer guideline) | Company states directors were in compliance as of 12/31/2024 |
| Ownership as % of SO | — | <1% (231,531,216 SO as of 8/26/2025) |
| Hedging/pledging | Prohibited (no hedging, no pledging, no margin) | |
| Stock ownership guideline | Non‑Employee Directors: 5x annual cash retainer; 100% retention of after‑tax shares until met; compliance assessed annually (May 31) |
Governance Assessment
- Strengths
- Independent leadership: Lead Independent Director plus Audit Chair role supports robust oversight; Audit Committee composed entirely of independent directors with financial expertise .
- Deep accounting/audit credentials (CPA; former EY Senior Assurance Partner) aligned with Audit Committee mandate .
- Active engagement: ≥75% attendance by all directors in 2024; Audit Committee met 11 times, suggesting active risk/controls oversight .
- Ownership alignment: Met 5x retainer ownership guideline; company‑wide prohibition on hedging/pledging; retention until compliance achieved .
- Governance trajectory: Phased declassification to annual director elections from 2026 enhances accountability .
- Concentrated shareholder influence reduced: Founding Shareholders’ nomination rights and Shareholders Agreement terminated June 7, 2024, lowering potential sponsor control .
- Watch‑items / Potential risks
- Director equity is time‑based (no performance conditions), a common market practice but offers limited performance linkage for directors .
- Redomiciliation governance differences: Under Bermuda law, director remuneration is board‑determined (no mandatory shareholder approval), and indemnification/expense advancement provisions are expansive—both standard for Bermuda but may modestly weaken direct shareholder say on director pay compared with prior U.K. regime .
- Multiple external directorships (Pentair, Cricut) increase workload; no attendance shortfall disclosed for 2024 .
RED FLAGS: None disclosed relating to related‑party transactions, hedging/pledging, or attendance shortfalls for Ms. Williamson in 2024–2025 company disclosures .