Thomas Olinger
Director at EQIX
Board
About Thomas Olinger
Thomas Olinger, age 58, is an independent director of Equinix (EQIX) serving since January 2023, and is designated a financial expert on the Audit Committee given his background as CFO of Prologis, controller at Oracle, and audit partner at Arthur Andersen. He serves on the Audit, Finance, and Real Estate Committees; the Board reports that each incumbent director attended at least 75% of combined board and committee meetings in 2024, and Olinger attended the 2024 Annual Meeting. As of March 25, 2025, he beneficially owned 814 EQIX shares (<1%), and all directors were in compliance with stock ownership guidelines requiring holdings of at least 6x the annual board retainer. No pledging, hedging, or related-party transactions are disclosed for Olinger.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Prologis | Chief Financial Officer | 2012–2022 | Led capital markets, REIT finance, and M&A integration; extensive REIT and real estate development expertise. |
| Prologis | Chief Integration Officer | 2011–2012 | Oversaw post-merger integration following AMB/Prologis combination. |
| AMB (now part of Prologis) | Chief Financial Officer | 2007–2011 | Real estate and REIT finance leadership; capital allocation. |
| Oracle | Vice President, Corporate Controller | 2002–2007 | Public company reporting and global controller responsibilities. |
| Arthur Andersen & Co. | Audit Partner | 1988–2002 | Public accounting, financial reporting, and audit leadership. |
External Roles
| Organization | Role |
|---|---|
| American Assets Trust | Director (current) |
Board Governance
- Committees: Audit; Finance; Real Estate. Olinger is not a chair; the Audit Committee is chaired by Christopher Paisley, with Olinger and Paisley designated financial experts; the Finance and Real Estate Committees are chaired by Gary Hromadko.
- Attendance and engagement: The Board held 8 meetings in 2024 and committees held 55; each incumbent director attended at least 75% of combined board and committee meetings. Olinger attended the 2024 Annual Meeting.
- Audit Committee effectiveness: Held 36 meetings in 2024, driven by an independent investigation into a short-seller report; concluded EQIX’s financial reporting was accurate and accounting appropriately represented operating performance. This reinforces board oversight credibility in finance and controls.
- Independence: Six of eight nominees are independent; Olinger is an independent director.
- Governance policies: Stock ownership guidelines for directors (≥6x cash annual retainer), prohibition on hedging and limitations on pledging, recoupment policy in place. All directors were in compliance as of Dec 31, 2024.
Fixed Compensation
| Component (2024) | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 176,500 |
| Stock Awards (RSUs grant-date fair value) | 259,425 |
| Total | 435,925 |
Program design (2024 director compensation):
- Annual Board retainer: $75,000.
- Committee member annual retainers: Audit $15,000; Finance $5,000; Real Estate $12,500; Nominating & Governance $10,000; Talent, Culture & Compensation $12,500; chair fees are higher per committee.
- Meeting fees above thresholds: Audit $3,000/member per meeting beyond 12; Finance $3,000 beyond 6; Nominating & Governance $3,000 beyond 5; Real Estate $3,000 beyond 8; Talent, Culture & Compensation $3,000 beyond 8.
- Lead Independent Director retainer: $50,000 (for the LID, not applicable to Olinger).
Performance Compensation
| Grant detail (2024) | Value |
|---|---|
| Annual RSU grant (May 2024) | 338 RSUs at $767.53/share; grant-date fair value $259,425. |
| Unvested RSUs held at 12/31/2024 | 338 RSUs (incl. dividend equivalent units). |
- Vesting: Director RSUs become fully vested on the earlier of (i) the first anniversary of EQIX’s immediately preceding annual meeting or (ii) if not standing for reelection, the date of the first annual meeting subsequent to grant.
- Change-in-control: Director RSUs fully vest upon a change-in-control; death accelerates the portion scheduled to vest next. Dividend equivalents accrue on RSUs; directors may elect to defer settlement.
- Compensation caps: Non-employee director total compensation capped at $750,000 per calendar year, with a potential $200,000 increase for special-purpose committee service at Board discretion.
Note: EQIX director equity awards are time-vested RSUs. No performance metrics (e.g., revenue, AFFO, TSR) are tied to director compensation.
Other Directorships & Interlocks
| Company | Relationship | Potential Interlocks/Conflicts |
|---|---|---|
| American Assets Trust | Current public company director | No EQIX-related transactions or conflicts disclosed for Olinger in related-party section. |
Expertise & Qualifications
- Financial and accounting expertise (former CFO, controller, audit partner); designated Audit Committee financial expert.
- REIT and real estate development expertise; capital markets and corporate finance; M&A integration experience.
- Board skills matrix highlights Olinger’s contributions across Finance & Accounting, Capital Markets, REITs/Real Estate Development, M&A, Risk Management, Executive Leadership, and Public Company Board experience.
Equity Ownership
| Ownership metric (as of Mar 25, 2025) | Amount |
|---|---|
| Beneficial ownership (shares) | 814; less than 1% of outstanding. |
| Shares issuable within 60 days | 338 (RSUs vesting within 60 days). |
| Unvested RSUs (as of Dec 31, 2024) | 338 (incl. dividend equivalents). |
| Pledged shares | None disclosed for Olinger. |
| Ownership guideline compliance | All directors in compliance with ≥6x annual retainer guideline at Dec 31, 2024. |
Governance Assessment
- Board effectiveness: Olinger’s deep REIT finance/accounting background strengthens Audit, Finance, and Real Estate oversight; his Audit Committee financial expert status and participation during a high-frequency audit cycle tied to an independent investigation support investor confidence in controls and reporting.
- Independence and engagement: Independent status, ≥75% attendance, and participation at the 2024 Annual Meeting indicate active oversight and engagement.
- Alignment: Meaningful equity ownership and time-vested RSU grants, together with director ownership guidelines and prohibition on hedging, support alignment; no pledging or related-party transactions disclosed for Olinger.
- Compensation discipline: Cash/equity mix is standard for EQIX directors; the $750k cap on director compensation (with limited exceptions) and structured committee fees suggest balanced pay governance.
RED FLAGS
- None identified for Olinger in the proxy: no related-party transactions, no pledging, and compliance with ownership guidelines. (Pledging by other individuals is disclosed, but not for Olinger.)