Greg McCray
About Greg McCray
Gregory J. McCray (age 62) is an independent director of DigitalBridge Group, Inc. since 2021, serving as Chair of the Human Capital and Compensation Committee and member of the Nominating & Corporate Governance Committee. He is currently Chief Executive Officer of PBE Axell (since August 2024) and is designated a “Qualified Financial Expert” in DBRG’s director skills matrix. Education: B.S., Iowa State University; M.S. Industrial & Systems Engineering, Purdue University; executive business programs at University of Illinois, Harvard, and INSEAD .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PBE Axell | Chief Executive Officer | Aug 2024–present | CEO of industrial communications solutions; operational leadership |
| FDH Infrastructure Services | Chief Executive Officer | Jun 2018–May 2024 | Led telecom infrastructure services company |
| Access/Google Fiber | Chief Executive Officer | 2017 | Oversaw consumer fiber broadband strategy |
| Aero Communications Inc. | Chief Executive Officer | 2013–2016 | Led installation/services in communications industry |
| Antenova | Chief Executive Officer | 2003–2012 | Led developer of antennas/RF modules for mobile devices |
| PipingHot Networks | Chairman & Chief Executive Officer | 2001–2002 | Brought broadband fixed wireless access to market |
| Lucent Technologies | SVP, Customer Operations | 1996–2000 | Senior leadership across operations and customer functions |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Belden Inc. (NYSE: BDC) | Director | Feb 2022–present | Nominating & Corporate Governance; Finance |
| ADTRAN Holdings, Inc. (NASDAQ: ADTN) | Director | May 2017–present | Compensation; Audit |
| Centurylink, Inc. (NYSE: CTL) | Director (prior) | Jan 2005–Feb 2017 | Chair, Cyber Security & Risk; Compensation; Nominating & Corporate Governance |
| FreeWave Technologies | Board Member | Feb 2020–present | Industrial wireless technology governance |
Board Governance
- Independence: The Board affirmatively determined McCray is independent under NYSE listing standards .
- Committee Assignments: Chair, Human Capital & Compensation Committee; member, Nominating & Corporate Governance Committee .
- Attendance and Engagement: In 2024, the Board met 28 times; each director attended at least 75% of Board and committee meetings during their service. All directors attended the 2024 annual meeting .
- Compensation Committee activity: Compensation Committee met six times in 2024. As Chair, McCray led shareholder engagement from Dec 2023–Apr 2024 with institutional investors representing ~27% of outstanding shares to incorporate feedback on executive pay design .
- Governance architecture: Independent Chair; majority-independent Board; independent Compensation, Audit, and Nominating committees; majority voting standard; executive sessions; anti-hedging/pledging policy .
Fixed Compensation
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Director Compensation Program (2024):
- Annual cash retainer: $100,000
- Committee Chair retainers: Audit $25,000; Compensation $20,000; Nominating & Corporate Governance $20,000
- Committee member retainers (non-chair): Audit $15,000; Compensation $10,000; Nominating & Corporate Governance $10,000
- Annual stock award: $175,000 in restricted Class A shares granted after re-election; vests in one year
- Meeting fees: $2,500 for Board meetings beyond eight per year; $1,500 for committee meetings beyond eight per year .
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McCray’s 2024 Director Pay: | Component | Amount ($) | |---|---| | Fees Earned or Paid in Cash | 175,000 | | Stock Awards (grant-date fair value) | 175,000 | | Total | 350,000 |
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Deferred Compensation: Non-executive directors may elect to receive retainers in deferred stock units payable in shares upon departure; dividends are credited as additional DSUs. 2024 stock awards for McCray were issued as restricted shares (not DSUs) .
Performance Compensation
- Director equity awards are time-based; no director performance metrics apply to annual director grants (one-year vest). As Compensation Committee Chair, McCray oversees executive performance-linked pay. DBRG’s 2024 Annual Incentive Plan used the following metrics; payouts to NEOs were 0% due to fee-rate gating and under-target FRE/DE:
| Metric (Weight) | Minimum (50% payout) | Target (100%) | Maximum (200%) | Actual | Payout of Target |
|---|---|---|---|---|---|
| FEEUM Capital Raise (33.3%) | $7,000.0mm | $7,500.0mm | $8,300.0mm | $8,978.0mm (avg mgmt fee below 0.84% threshold) | 0% |
| Run-rate FRE post Corporate G&A (33.3%) | $148.0mm | $164.4mm | $180.9mm | $134.0mm | 0% |
| Run-rate Distributable Earnings (33.3%) | $89.3mm | $99.2mm | $109.2mm | $78.1mm | 0% |
| Total | — | — | — | — | 0% |
- Say-on-Pay Outcomes (Context for committee effectiveness):
- 2023: 43.4% approval; McCray led outreach incorporating investor feedback (shifted PSU design, AIP metrics and fee-rate gate) .
- 2024: >81% approval following program changes .
Other Directorships & Interlocks
| Company | Relationship to DBRG | Potential Interlock/Conflict |
|---|---|---|
| Belden (BDC) | Supplier of networking & industrial connectivity | DBRG invests across digital infrastructure; no related-party transactions disclosed; monitor for portfolio-company dealings with Belden . |
| ADTRAN (ADTN) | Supplier of broadband/network solutions | Same as above; no Compensation Committee interlocks or insider participation disclosed . |
| CenturyLink (CTL, prior) | Telecom operator | Historical role; no current DBRG transaction disclosure . |
Expertise & Qualifications
- 30+ years leadership across communications technology (engineering, operations, sales, M&A). Designated Qualified Financial Expert; skills across digital, capital markets, investment/portfolio management, risk management, corporate governance, human capital .
Equity Ownership
| Item | Detail |
|---|---|
| Total beneficial ownership (Apr 8, 2025) | 42,290 shares; <1% of Class A; includes time-based restricted shares |
| Unvested/Outstanding awards (Dec 31, 2024) | 10,258 unvested restricted shares to McCray; no options outstanding |
| Ownership Guidelines | Directors must hold ≥4× annual cash base retainer; all directors compliant or within 5-year transition period |
| Hedging/Pledging | Prohibited under insider trading policy (shorts, derivatives, margin, pledging) unless Board-approved |
Governance Assessment
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Strengths:
- Independent director with deep sector and governance experience; Compensation Chair with proactive shareholder engagement resulting in materially improved say-on-pay support in 2024 .
- Robust Board governance: independent Chair, fully independent key committees, anti-hedging/pledging, majority voting, stock ownership guidelines for directors .
- Compensation oversight tightened: 2024 AIP incorporated fee-rate gate on FEEUM and set rigorous run-rate FRE/DE hurdles; zero bonuses to most NEOs based on underperformance, supporting pay-for-performance discipline .
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Watch items:
- Multiple external board roles plus current CEO role at PBE Axell—monitor capacity and potential information flow/conflicts with suppliers/customers across DBRG’s portfolio; no related-party transactions disclosed in proxy .
- Director equity is time-based, not performance-linked; alignment relies on ownership guidelines and anti-hedging rather than performance conditioning of director grants .
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Signals for investors:
- 2024 AIP zero payout and redesigned PSU metrics (3-year cumulative DE per share with capped TSR modifier) indicate heightened rigor and responsiveness to shareholder feedback under McCray’s committee leadership .