Timothy Wennes
Cushman & WakefieldAbout Timothy Wennes
Timothy Wennes, age 57, was appointed as an Independent Director of Cushman & Wakefield effective August 1, 2025. He brings over 35 years of banking leadership, including roles as Country Head of Santander US and President & CEO of Santander Holdings USA, Inc. and Santander Bank, N.A., with prior senior positions at MUFG Union Bank, Countrywide Bank, and Wells Fargo; he holds a B.S. from the University of Southern California and an MBA from California State University, Fullerton . As of August 26, 2025, he is listed as a Director in the company’s redomiciliation proxy and is independent under NYSE rules per his appointment .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Santander US; Santander Holdings USA, Inc.; Santander Bank, N.A. | Country Head of Santander US; President & CEO of SHUSA and Santander Bank, N.A. | 2019 – March 2025 | Oversaw U.S. portfolio spanning auto lending, commercial real estate & banking, investment banking/capital markets, retail/digital banking, and wealth; led privatization of Santander Consumer USA (NYSE:SCUSA), Openbank digital platform implementation, and FDIC JV managing $9B NY multifamily assets after Signature Bank’s closure . |
| MUFG Union Bank, N.A. | Various leadership roles; most recently West Coast President | 2008 – 2019 | Senior operating leadership across regional banking . |
| Countrywide Bank (now part of Bank of America, N.A.) | President & COO, Retail Banking | 2003 – 2008 | Led retail banking operations . |
| Wells Fargo | Various roles | 1989 – 2003 | Early career progression across banking functions . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Santander Holdings USA, Inc. | Director (prior) | Prior to 2025 | Board experience at large banking subsidiary . |
| Santander Bank, N.A. | Director (prior) | Prior to 2025 | Board experience at national bank subsidiary . |
Board Governance
- Board class and term: Wennes serves as a Class II director with term expiring at the 2026 Annual Meeting; committee assignments had not been determined at time of appointment .
- Independence: Appointed as an Independent Director; post-refresh, Board was “fully independent, other than MacKay” .
- Lead Independent Director: Billie Ida Williamson serves as Lead Director .
- Executive sessions: Independent directors meet regularly in executive session without management; Lead Director presides .
- Board attendance baseline: In 2024, each director attended at least 75% of Board and committee meetings; Board held four meetings (Wennes appointed after 2024) .
Fixed Compensation
Non-Employee Director Compensation Program (Wennes is eligible under this program per his appointment):
| Component | Amount | Notes |
|---|---|---|
| Annual Board cash retainer | $110,000 | Standard non-employee director fee . |
| Lead Director fee | $40,000 | Additional cash retainer if serving as Lead Director . |
| Committee chair fees | Audit: $40,000; Compensation: $25,000; NomGov: $20,000 | For chairs of standing committees . |
| Committee member fees (non-chair) | Audit: $10,000; Compensation: $10,000; NomGov: $10,000 | For committee membership . |
| Eligibility confirmation | — | Wennes will be eligible to receive compensation under this program . |
Performance Compensation
Director equity awards are structured as annual RSUs; no performance-metric linkage is disclosed for non-employee directors:
| Item | 2024 | 2025 |
|---|---|---|
| Annual RSU award to non-employee directors | $180,000 grant (at share price $11.65) | Non-Employee Directors eligible to receive an annual RSU award in 2025 (amount not specified) . |
| Pro-rated RSU awards (new directors) | McPeek and Vennam received pro-rated awards on March 18, 2024 at $9.67; vested May 16, 2024 | Wennes eligible from appointment date; specific grant details not disclosed . |
No director performance metrics (e.g., TSR, EBITDA) tied to non-employee director equity are disclosed; RSUs appear time-based rather than performance-vested for non-employee directors .
Other Directorships & Interlocks
| Company | Relationship | Potential Interlock/Conflict Commentary |
|---|---|---|
| Santander Holdings USA, Inc.; Santander Bank, N.A. | Prior director roles | Appointment filing states there are no arrangements/understandings regarding selection and no related-party transactions requiring disclosure under Item 404(a) at appointment, mitigating immediate conflict concerns . |
Expertise & Qualifications
- Deep banking expertise across lending, capital markets, risk, and digital banking; led notable transactions and platform implementations (SCUSA privatization; Openbank rollout; FDIC JV on $9B portfolio) .
- Senior leadership experience at major financial institutions; formal financial education (USC B.S.; CSU Fullerton MBA) .
- Expected to enhance Board’s capabilities in capital markets and financial risk oversight aligned with CWK’s strategic pivot .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | As of | Notes |
|---|---|---|---|---|
| Timothy Wennes | 0 | <1% | Aug 26, 2025 | Security ownership table; outstanding shares: 231,531,216 . |
Stock Ownership Policy
- Non-Employee Directors must hold 100% of after-tax shares until they meet stock ownership guideline of five times the annual base cash retainer .
- Wennes was appointed August 1, 2025 and held 0 shares as of August 26, 2025; he will be subject to the guideline and the 100% retention until compliance .
Governance Assessment
- Independence and refresh: Appointment as Independent Director during 2025 Board refresh enhances independence breadth; Board “fully independent, other than MacKay” is a positive governance signal .
- Committee status: Assignments were “not yet determined” at appointment; investors should monitor subsequent committee placement for Audit/Comp/ NomGov alignment with his financial risk expertise .
- Ownership alignment: Initial beneficial ownership of 0 shares represents a short-term alignment gap; CWK’s five-times retainer guideline and RSU awards should increase alignment over time, assuming adherence to the retention policy .
- Conflicts/related party: Company disclosed no related-party transactions for Wennes under Item 404(a) at appointment, and no selection arrangements/understandings, which reduces immediate conflict risk . Standard director indemnity applies; redomiciliation bye-laws continue indemnification and expense advance provisions consistent with Bermuda law, typical for U.S.-listed issuers .
- Engagement baseline: Board practices include regular executive sessions of independent directors and structured self-evaluations; 2024 attendance was at least 75% for all directors (preceding Wennes’s tenure), indicating disciplined governance processes .
RED FLAGS: None disclosed specific to Wennes at appointment; watch for future compliance with stock ownership guidelines and any banking-related related-party transactions that could emerge with client relationships, though none were required to be disclosed at appointment .