Megha Parekh
Director at DFH
Board
About Megha H. Parekh
Megha H. Parekh, age 40, is an independent director of Dream Finders Homes, Inc. (DFH) serving since January 2021. She is Senior Vice President and Chief Legal Officer of the Jacksonville Jaguars, overseeing legal, technology, security, capital improvements, and people development; previously corporate M&A attorney at Proskauer Rose LLP in New York. At DFH, she chairs the Nominating and Governance Committee; the Board determined she is independent under NYSE rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Jacksonville Jaguars | Vice President & General Counsel (2013); Senior VP & Chief Legal Officer (2016–present) | 2013–present | Manages legal, technology, security, capital improvements, and people development |
| Proskauer Rose LLP (NY) | Corporate Associate (M&A, financings, securities) | Prior to 2013 | Worked on public/private acquisitions, financings, and offerings |
| Iguana Investments Florida, LLC | Chief Legal Officer (Shad Khan ventures) | Overlapping with Jaguars tenure | Legal leadership for owner-related acquisitions/business ventures |
| All Elite Wrestling, LLC | Chief Legal Officer | Overlapping with Jaguars tenure | Legal leadership for entertainment venture |
External Roles
| Organization | Role | Sector |
|---|---|---|
| Jacksonville Jaguars Foundation, Inc. | Director | Non-profit |
| Florida Sports Foundation, Inc. | Director | Non-profit |
| Black News Channel | Board of Managers | Media (private) |
Board Governance
- Committee assignments: Chair, Nominating & Governance Committee; member composition of Nominating & Governance includes Parekh (Chair), Lovett, Udelhofen, Sturm. Board has Audit and Compensation committees fully independent; Audit Chair Sturm, Compensation Chair Lovett .
- Independence: Board majority independent; Ms. Parekh is independent. DFH is a “controlled company” (CEO holds >50% voting power) but has elected not to use NYSE exemptions at this time .
- Meetings and engagement: Board met six times in 2024; Nominating & Governance met five times. All directors attended the 2024 shareholder meeting (in person or virtually) .
- Nominating & Governance remit includes board evaluation, director selection, governance guidelines, and oversight of cybersecurity risk .
- No lead independent director; DFH cites strong committee system and capable independent directors .
Fixed Compensation
| Component | 2024 | 2025 (Approved) |
|---|---|---|
| Annual Board cash retainer | $50,000 | $50,000 (unchanged) |
| Committee chair fee (Nominating & Governance) | $15,000 | $20,000 |
| Committee member (non-chair) fee | $10,000 (per committee) | $10,000 (unchanged) |
| Audit Chair fee | $35,000 | $50,000 |
| Director fees received by Parekh | $65,000 | Electable: cash or restricted stock in lieu of cash |
Performance Compensation
| Equity Grant | Grant Value | Instrument | Vesting |
|---|---|---|---|
| Annual director equity (2024 service year) | $100,019 | RSUs | Vests over one year of service |
| Annual director equity (2025 framework) | $125,000 | RSUs | Vests over one year of service |
- No performance-vested equity disclosed for directors; director equity is time-based and intended to align interests with shareholders .
Other Directorships & Interlocks
- Public company boards: None disclosed for Ms. Parekh .
- Private/non-profit boards: Jacksonville Jaguars Foundation and Florida Sports Foundation; board of managers role at Black News Channel. No disclosed interlocks with DFH suppliers/customers .
Expertise & Qualifications
- 14 years of experience in acquisitions and business ventures; legal, regulatory, and risk management expertise; oversight exposure to technology and security. Qualifications align with DFH’s desired board skills (legal, risk, IT/cybersecurity exposure) and she chairs Nominating & Governance .
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership (Class A) | 17,227 shares; <1% of Class A; combined voting power <1% |
| Unvested RSUs (excluded from beneficial ownership) | 2,457 shares vesting 3/8/2026; 4,665 shares vesting 3/5/2026 |
| Director stock ownership guideline | 5× annual cash retainer; all non-employee directors in compliance as of 4/11/2025 |
| Pledged/hedged shares | No pledging/hedging disclosed for Ms. Parekh; company policy permits with preclearance and limits |
Related-Party Exposure and Conflicts
- Jet HomeLoans transaction: Under DFH’s policy for home sales/mortgage/title services to related persons, Ms. Parekh entered into a $1.5 million loan with Jet HomeLoans in July 2024; the loan was subsequently sold to an unrelated third party in 2024. These transactions, when within policy parameters, do not require Audit Committee pre-approval .
- Controlled company dynamics: CEO’s majority voting control may influence governance processes despite current non-use of NYSE controlled-company exemptions .
Director Compensation Summary (2024)
| Name | Fees Earned (Cash) | Stock Awards (RSUs, grant-date fair value) | Total |
|---|---|---|---|
| Megha H. Parekh | $65,000 | $100,019 | $165,019 |
Governance Environment Signals
- Compensation consultant: Compensation Advisory Partners engaged by Compensation Committee; independent scope focused on executive program (context for governance rigor) .
- Say-on-pay: >99% approval at 2024 Annual Meeting, indicating broad investor support for compensation practices .
- Audit oversight: All Audit Committee members independent; two “financial experts”; regular executive sessions with PwC; fees disclosed; pre-approval policy in place .
- Insider trading policy: Allows certain pledging and hedging with preclearance and board approval; margin/pledge limits set (potential alignment concern in controlled companies) .
Governance Assessment
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Strengths
- Independent director and Chair of Nominating & Governance with explicit oversight of board evaluation, director selection, governance guidelines, and cybersecurity risk .
- Clear, transparent director compensation; equity grants that vest over one year align directors with shareholders; 2025 option to take stock in lieu of cash increases alignment .
- Stock ownership guidelines for directors (5× cash retainer) with full compliance as of record date .
- Robust Audit Committee independence and expertise; regular engagement with external auditors .
-
Watch items / RED FLAGS
- Controlled company status with no lead independent director increases key-person and governance risk; while DFH currently forgoes exemptions, future use remains possible .
- Related-party mortgage transaction (Jet HomeLoans) for Ms. Parekh under a permissive policy framework; although sold to third party, presence of related-person financial services usage warrants monitoring for preferential terms and optics .
- Insider trading policy permits hedging and pledging (with preclearance); though no such activity disclosed for Ms. Parekh, policy latitude can weaken alignment in aggregate .
Overall, Ms. Parekh brings material legal, regulatory, and cybersecurity oversight skills and chairs a critical governance committee, supporting board effectiveness. The primary investor-confidence risks stem from DFH’s controlled-company structure and permissive related-party/insider policies rather than from her individual profile or engagement, which appears active with committee leadership and board participation .