Rajesh Vennam
About Rajesh Vennam
Rajesh Vennam is an independent director of Cushman & Wakefield, appointed March 18, 2024; he is disclosed as age 50 in the April 2025 proxy and age 51 in the September 2025 redomiciliation proxy, reflecting document dates . He serves as CFO of Darden Restaurants, bringing over two decades of finance, strategy, FP&A, treasury, and analytics experience, with prior roles at The Fresh Market and Red Lobster; his education includes an MBA (University of Central Florida), M.S. in Electrical Engineering (Old Dominion University), and a degree in electronics and communications engineering (Osmania University) . He has been identified as an audit committee financial expert and serves on CWK’s Audit Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Darden Restaurants, Inc. | SVP, CFO | 2022–present | Public company CFO; deep insight into operations, corporate finance, treasury; M&A and strategic planning experience enhances Board’s financial acumen |
| Darden Restaurants, Inc. | SVP, CFO & Treasurer | 2021–2022 | Corporate finance, treasury leadership |
| Darden Restaurants, Inc. | SVP, Corporate Finance & Treasurer | 2020–2021 | Corporate finance, capital markets exposure |
| Darden Restaurants, Inc. | SVP, Finance & Analytics | 2016–2020 | Led IT, IR, consumer insights, business analytics functions; cross‑functional leadership |
| The Fresh Market, Inc. | VP, FP&A and Investor Relations | 2014–2016 | FP&A and IR leadership |
| Red Lobster Hospitality, LLC | SVP, FP&A & Treasury; VP, Finance | 2013–2014 (VP); 2014 (SVP) | FP&A and treasury management |
| Darden Restaurants, Inc. (LongHorn Steakhouse) | Director, FP&MA | 2010–2013 | Financial planning & market analysis |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Darden Restaurants, Inc. | Senior Vice President, Chief Financial Officer | 2022–present | Executive role; no CWK‑disclosed related‑party transactions under Item 404(a) |
Board Governance
- Committee assignments: Audit Committee member; Audit Chair is Billie Williamson; all Audit members qualify as SEC “audit committee financial expert” .
- Independence: CWK’s standing committees consist solely of independent directors; Audit membership implies independence under NYSE rules .
- Attendance: Board met 4 times and Audit met 11 times in 2024; each director attended at least 75% of Board and committee meetings; five of ten directors attended the 2024 AGM .
- Lead Independent Director and executive sessions: Independent directors meet regularly in executive session without management; Lead Independent Director presides (Billie Williamson since May 2, 2024) .
- Tenure/classification: Appointed March 18, 2024 as a Class III director; term initially expiring at the 2024 AGM; continues as a “Continuing Director” in 2025 proxy .
- Indemnification: Standard deed of indemnity entered; New bye‑laws provide director indemnification and advancements subject to Bermuda law .
Fixed Compensation
| Component | Terms | 2024 Actual (USD) |
|---|---|---|
| Annual Board retainer | $110,000 (effective May 2, 2024; previously $100,000) | $93,379 (partial year) |
| Committee member fees | Audit member: $10,000; Compensation member: $10,000; NomGov member: $10,000 (effective May 2, 2024; prior NomGov member: $5,000) | Included within cash fees above |
| Committee chair fees | Audit chair: $40,000; Compensation chair: $25,000; NomGov chair: $20,000 (as of May 2, 2024) | N/A (not a chair) |
| Meeting fees | None; reasonable expenses reimbursed | N/A |
| 2024 Director Compensation | Fees Earned or Paid in Cash | Stock Awards (Grant‑date fair value) | Total |
|---|---|---|---|
| Rajesh Vennam | $93,379 | $209,517 | $302,896 |
Performance Compensation
| Equity Element | Grant date | Grant value (USD) | Vesting | Instrument/Share Price |
|---|---|---|---|---|
| Pro‑rated RSU (on appointment) | Mar 18, 2024 | $29,508 | Vested in full on May 16, 2024 (2024 AGM) | RSU; reference price $9.67 (used for 3/18 awards) |
| Annual RSU | May 16, 2024 | $180,000 | Vests in full on 1st anniversary of grant | RSU; reference price $11.65 (used for 2024 annual awards) |
| Performance metrics tied to director equity | Weighting | Measurement period | Notes |
|---|---|---|---|
| None (Non‑Employee Directors do not participate in incentive plans; equity is time‑based RSUs) | N/A | N/A | No options or PSUs disclosed for directors |
Other Directorships & Interlocks
| Company | Role | Committees | Potential conflict/interlock |
|---|---|---|---|
| None disclosed in CWK filings | — | — | CWK discloses no related‑party transactions for Vennam under Item 404(a) . |
Expertise & Qualifications
- Audit/finance expertise: Identified as audit committee financial expert; extensive CFO‑level experience .
- Corporate finance, treasury, M&A: Background across finance strategy, acquisitions/divestitures, and capital markets .
- Cross‑functional leadership: Led IT, investor relations, consumer insights, analytics functions .
- Education: MBA (UCF), M.S. Electrical Engineering (Old Dominion), electronics & communications engineering (Osmania) .
Equity Ownership
| Metric | Dec 31, 2024 | May 22, 2025 | Aug 26, 2025 |
|---|---|---|---|
| Shares held outright | 3,052 | — | — |
| RSU awards outstanding | 15,451 | — | — |
| Beneficial ownership (ordinary shares) | — | 18,503; less than 1% | 18,503; less than 1% |
| Shares outstanding basis for % | — | 231,462,585 | 231,531,216 |
| Ownership guideline compliance | Non‑Employee Directors must hold 100% of after‑tax shares until 5× retainer; as of Dec 31, 2024, each Non‑Employee Director was in compliance (met or retention in force) . |
Governance Assessment
- Effectiveness: Audit Committee membership and SEC “financial expert” designation signal strong oversight on reporting, controls, and risk; attendance thresholds met, with robust Audit cadence (11 meetings in 2024) indicating engagement .
- Independence and conflicts: Standing committees solely independent; CWK discloses no related‑party transactions for Vennam; standard indemnity protections in place without shareholder‑unfriendly gross‑ups disclosed .
- Alignment: Director pay mix is moderate cash plus time‑based RSUs with annual grants; RSUs vest on time‑based schedules and require share retention until ownership guidelines are met (5× retainer), supporting alignment without performance‑metric gaming risk .
- RED FLAGS: None disclosed—no Item 404 related‑party transactions, no option repricing or tax gross‑ups for directors, and compliance with stock ownership guidelines; beneficial ownership is small (typical for new directors) but supported by RSU grants and retention rules .