Brendan Cavanagh
Director at ED
Board
About Brendan Cavanagh
Brendan Cavanagh joined Consolidated Edison, Inc.’s (ED) Board of Directors effective October 1, 2025 and was appointed to the Audit Committee and the Safety, Environment, Operations and Sustainability Committee. He is President and Chief Executive Officer of SBA Communications Corporation since January 2024; previously he served as SBA’s Chief Financial Officer for 15 years and held senior roles including Vice President & Chief Accounting Officer and Vice President of Site Administration. He began his career in audit and assurance at Arthur Andersen, holds a bachelor’s degree in accounting from Wake Forest University, and an MBA from Florida Atlantic University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| SBA Communications Corporation | Chief Financial Officer | 15 years | Led finance, capital allocation, and reporting; deep audit/controls experience |
| SBA Communications Corporation | VP & Chief Accounting Officer; VP Site Administration | Prior to CFO | Built internal accounting and operational capabilities |
| Arthur Andersen | Audit & Assurance | Early career | Foundational public-company audit and accounting experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| SBA Communications Corporation | President & CEO | Jan 2024–present | Overseen expansion of wireless infrastructure assets |
Board Governance
- Committee assignments: Audit Committee member; Safety, Environment, Operations and Sustainability (SEOS) Committee member, effective October 1, 2025 .
- Independence: Audit Committee membership requires NYSE independence under ED’s charter; all Audit Committee members must be independent and meet Rule 10A-3. SEOS Committee members are also required to be independent per ED’s governance framework .
- Attendance: Joined in October 2025; no attendance statistics yet disclosed for his first partial year.
- Related-party transactions oversight: ED’s Corporate Governance & Nominating Committee administers a formal Related Person Transactions Policy, including categorical immateriality thresholds and pre-approval parameters; no related-person transactions involving Mr. Cavanagh are disclosed in the August 2025 8-K .
Fixed Compensation
| Component | Amount ($) | Notes |
|---|---|---|
| Annual Board Retainer (non-employee director) | 125,000 | Effective April 1, 2024 |
| Audit Committee Member Retainer | 15,000 | Applies to members other than the chair |
| SEOS Committee Member Retainer | — | No member fee disclosed; chair retainer exists only for SEOS |
Performance Compensation
| Equity Component | Grant Value ($) | Vesting | Settlement/Deferral | Dividend Equivalents |
|---|---|---|---|---|
| Annual Deferred Stock Units (DSUs) | 170,000 | Vested upon grant | Automatically deferred until board service ends or at least 5 years; elective further deferral permitted | Credited as additional DSUs or, at director’s option, paid in cash |
ED does not grant stock options to directors (no options outstanding); DSUs are time-based, not performance-based .
Other Directorships & Interlocks
- Public company boards: Not disclosed; current external role is CEO of SBA Communications (NASDAQ: SBAC) .
- Interlocks/conflicts: None disclosed; ED’s policy requires committee oversight of any related-party dealings and categorical thresholds for immaterial relationships . The August 2025 8-K notes only his appointment and standard participation in director compensation arrangements .
Expertise & Qualifications
- Financial expertise: Long-tenured CFO experience; broad accounting, audit, capital markets background suited for Audit Committee service .
- Industry experience: Real estate/telecom infrastructure (wireless towers and related assets), complementary to ED’s capital-intensive, regulated operations .
- Education: BS Accounting (Wake Forest), MBA (Florida Atlantic) .
Equity Ownership
| Security | Amount (Shares) | Ownership Form | Nature |
|---|---|---|---|
| Common Stock | 65 | Indirect (I) | By LLC for benefit of spouse |
| Common Stock | 20 | Indirect (I) | In LLC owned by trust |
- Stock ownership guidelines: Non-employee directors must hold, within five years of joining, shares/units valued at five times the prior-year annual retainer. Given the $125,000 retainer, the guideline equals $625,000 measured at acquisition value .
- Hedging/pledging: ED prohibits directors from shorting, hedging, pledging Company securities or holding them in margin accounts .
Governance Assessment
- Board effectiveness: Cavanagh’s audit and CFO pedigree strengthens ED’s Audit Committee skill mix; his operating leadership at SBA adds strategic capital discipline and asset-portfolio acumen relevant to ED’s financing and infrastructure programs .
- Independence & oversight: Committee appointments (Audit, SEOS) align with ED’s independence standards and governance priorities in risk, sustainability, and financial reporting .
- Alignment & incentives: Annual DSU grants and retainer structure create equity-linked exposure; stock ownership guidelines provide a five-year runway to build “skin in the game.” Initial Form 3 holdings are minimal but DSU accruals and deferrals will increase alignment over time .
- Conflicts/red flags: No related-party or compensation anomalies disclosed; ED bans hedging/pledging, maintains robust related-person and clawback/recoupment frameworks (for officers) and strong shareholder engagement and say-on-pay support (93.19% in 2024) — indicators supportive of investor confidence .
Overall signal: Addition of an experienced finance executive to Audit and SEOS committees is positive for board oversight of controls, risk, and sustainability; absence of disclosed conflicts and strong director compensation governance mitigate governance risk .