Doug Hansen
About Doug Hansen
Douglas B. Hansen, age 67, is an independent director at FCPT, Chairperson Elect of the Board, and has served on the Board since 2015 (tenure: 9 years). He chairs the Compensation Committee and serves on the Investment Committee. Hansen holds a BA in Economics from Harvard College and an MBA from Harvard Business School, and is a founder of Redwood Trust, Inc. (public mortgage REIT), where he served as President (1994–2008) and has been a director since 1994 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Redwood Trust, Inc. (public mortgage REIT) | Founder; President; Director | President 1994–2008; Director since 1994 | Founding executive; long-tenured public REIT board experience |
| Atria Properties, LLC | Chief Executive Officer | 2011–2017 | Commercial real estate brokerage leadership |
| Resonant Capital, Inc. | President | Since 2009 | Business services and real estate company executive |
| River of Knowledge, Inc. (non-profit) | Board Member and CFO | Since 2011 | Financial oversight at non-profit |
External Roles
| Company | Type | Role | Start | Notes |
|---|---|---|---|---|
| Redwood Trust, Inc. | Public mortgage REIT | Director (former President) | Director since 1994; President 1994–2008 | “Public mortgage REIT”; significant sector expertise |
Board Governance
- Chairperson Elect; FCPT separates Chair and CEO roles and requires an independent Chair; the Chair presides over executive sessions and approves agendas. Hansen is designated to succeed as Chairperson contingent on his re-election at the 2025 Annual Meeting .
- Committee assignments (2024–2025): Chair, Compensation Committee; Member, Investment Committee. He previously served on Nominating & Governance Committee through June 2024 as part of normal committee refreshment .
- Independence: Board determined all directors other than the CEO are independent; skills matrix confirms Hansen is independent (Y) .
- Attendance and engagement: Board held 7 meetings in 2024; each director attended ≥75% of aggregate Board and committee meetings; all eight directors attended the 2024 Annual Meeting .
- Committee activity (2024): Audit & Risk met 9 times; Compensation met 7 times; Nominating & Governance met 4 times; Investment met 8 times .
Fixed Compensation
| Component | Amount | Detail |
|---|---|---|
| Annual cash retainer | $65,000 | Non-employee director base cash retainer |
| Committee chair cash fee | $10,000 | Compensation Committee chair annual cash retainer |
| 2024 fees earned (cash) | $75,000 | Reported for Hansen in 2024 Director Compensation Table |
| Annual equity grant (RSUs) | $120,000 | Time-vesting RSUs; grant on Annual Meeting date; vest on 1st anniversary |
| 2024 RSU grant | 4,859 RSUs | Granted 6/6/2024; vests 6/6/2025; grant-date price $24.70 → $120,000 fair value |
| DER on RSUs | Reinvested into additional RSUs | Dividend equivalents automatically reinvested; subject to same vesting |
Policy note: The non-executive Chairperson receives an additional $40,000 cash retainer and $60,000 in RSUs annually, time-vesting over one year; applicable if/when Hansen serves as Chair .
Performance Compensation
| Metric Type | Applicable to Directors | Terms |
|---|---|---|
| Performance-based equity | None | FCPT director equity is time-vesting RSUs; no director performance metrics disclosed |
| Deferrals | Available | Directors may elect to defer receipt of RSU shares; Hansen did not elect deferral for 2024 (deferrals elected by Jemley, Ogilvie, Tennican) |
Other Directorships & Interlocks
| Relationship | Entity | Nature | Conflict/Related Party Exposure |
|---|---|---|---|
| External public board | Redwood Trust, Inc. | Director; former President | FCPT policy requires review/recusal for related party transactions; FCPT reports no related party transactions ≥$50,000 in 2024 |
| Non-profit board | River of Knowledge, Inc. | Board Member and CFO | No related party transactions disclosed |
Expertise & Qualifications
- Skill matrix shows Hansen has marks in Executive Compensation, Finance/Capital Markets, Industry Background, Investor Relations, Public Company Executive Experience, and Risk Management .
- Education: BA Economics (Harvard College); MBA (Harvard Business School) .
Equity Ownership
| Ownership Item | Value | Notes |
|---|---|---|
| Beneficial ownership (shares) | 69,196 | As of April 4, 2025; <1% of outstanding common stock |
| % of shares outstanding | <1% | 99,972,006 shares outstanding as of April 4, 2025 |
| Unvested RSUs (12/31/2024) | 4,982 | Director RSUs vesting June 6, 2025 |
| Director stock ownership guideline | $400,000 | Required market value in shares/common equivalents; retain 75% of net shares until achieved |
| Compliance with guideline | In compliance | All non-employee directors compliant as of 12/31/2024 |
| Hedging/pledging | Prohibited | Insider Trading Policy bans short sales, hedging, margin accounts, and pledging for officers/directors |
Governance Assessment
-
Positive signals
- Independent Chairperson Elect and separation of Chair/CEO roles; enhances oversight and independent leadership .
- Active Compensation Committee leadership; no interlocks or insider participation; independent consultant (Semler Brossy) engaged in 2024 .
- Strong shareholder support on say-on-pay (97.7% approval in 2024); indicates confidence in compensation governance .
- No related party transactions in 2024; robust related party review/recusal policy .
- Board and committee engagement evidenced by meeting cadence and attendance; all directors attended 2024 Annual Meeting .
- Stock ownership requirements and compliance; clawback policy implemented per SEC/NYSE; hedging/pledging prohibited .
-
Potential watch items
- External directorship at Redwood Trust: no conflicts disclosed; continue monitoring any transactions or strategic overlaps for related-party considerations; FCPT policy requires recusal and Board approval thresholds .
-
RED FLAGS
- None identified in filings regarding attendance shortfalls, related-party transactions, hedging/pledging, or director pay anomalies for Hansen .