Edward Rendell
About Edward G. Rendell
Edward G. Rendell is an Independent Director of Franklin BSP Capital Corporation (FRBP), serving since March 2020. He is 81 years old, a former Governor of Pennsylvania and Mayor of Philadelphia, and holds a B.A. from the University of Pennsylvania and a J.D. from Villanova Law School. His public-sector executive experience (state and city budgets, turnaround and governance) underpins his board credentials at FRBP and multiple public companies .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Commonwealth of Pennsylvania | 45th Governor | Jan 2003 – Jan 2011 | Oversaw ~$28.3B budget; chief executive of sixth most populous state |
| City of Philadelphia | Mayor | Jan 1992 – Jan 2000 | Eliminated $250M deficit; balanced budget; 5 consecutive surpluses |
| Philadelphia District Attorney’s Office | District Attorney | Jan 1978 – Jan 1986 | Elected D.A.; prosecutorial leadership |
| Democratic National Committee | General Chairperson | Nov 1999 – Feb 2001 | National political leadership |
| Mesirov, Gelman and Jaffe (Law Firm) | Attorney | 1988 – 1991 | Real estate transactions |
| Ballard Spahr (Law Firm) | Attorney | 2000 – 2002 | Real estate transactions |
External Roles
| Organization | Role | Status/Start | Notes |
|---|---|---|---|
| Global Net Lease, Inc. | Independent Director | Since Mar 2012 | Current public-company directorship |
| National Healthcare Properties, Inc. | Independent Director | Since Dec 2015 | Current public-company directorship |
| Franklin BSP Private Credit Fund | Independent Director | Current | Affiliated fund within FRBP’s fund complex |
| Franklin BSP Lending Corporation (FBLC) | Director | Jan 2011 – Jan 2024 | Former role |
| The Necessity Retail REIT, Inc. (RTL) | Independent Director | Feb 2017 – Sept 2023 | Former role |
| American Realty Capital — Retail Centers of America, Inc. | Independent Director | Feb 2011 – Mar 2012; Oct 2012 – Feb 2017 (merger) | Former roles |
| American Realty Capital Trust III, Inc. | Independent Director | Mar 2012 – Feb 2013 (merger with VEREIT) | Former role |
| VEREIT, Inc. | Independent Director | Feb 2013 – Apr 2015 | Former role |
| Philadelphia 250 | Director (Nonprofit) | Current | Listed among other directorships |
| Museum of the American Revolution | Director (Nonprofit) | Current | Listed among other directorships |
| Rendell Center for Civics and Civic Education | Director (Nonprofit) | Current | Listed among other directorships |
Board Governance
- Independence and tenure: Independent Director since March 2020 .
- Committee assignments (2024): Nominating & Corporate Governance (member); Compensation (member). Chairs: Ronald J. Kramer (Nominating), Dennis M. Schaney (Compensation), Lee S. Hillman (Audit) .
- Meeting cadence (2024): Board met 10 times; Audit Committee met 4 times; Nominating & Corporate Governance met 1 time; Compensation Committee did not meet in 2024 .
- Attendance: All directors, including Rendell, attended at least 75% of Board and committee meetings in 2024; only Mr. Byrne attended last year’s annual stockholder meeting (implying Rendell did not) .
- Lead independent director: Leslie D. Michelson; executive sessions of independent directors held at the conclusion of each regularly scheduled Board meeting .
- Risk oversight: Nominating & Corporate Governance manages board independence/conflict risks; Compensation manages compensation-related risks; Audit oversees enterprise risk including privacy/IT/cyber .
Fixed Compensation
| Component | Structure | 2024 Actual (Rendell) |
|---|---|---|
| Annual retainer (Independent Directors) | $165,000 cash | Included in total |
| Board meeting fee | $2,500 per meeting attended | Included in total |
| Committee meeting fee | $1,000 per committee meeting attended | Included in total |
| Chair fees (if applicable) | Lead Independent: $30,000; Audit Chair: $25,000; Nominating Chair: $15,000; Compensation Chair: $15,000 | Not applicable to Rendell (member, not chair) |
| Total fees earned (2024) | Cash only; no equity | $223,796.88 |
| Expense reimbursement | Reasonable out-of-pocket expenses reimbursed | Policy disclosed |
Notes:
- FRBP does not maintain a stock or option plan, non-equity incentive plan, or pension plan for directors .
Performance Compensation
| Element | Details |
|---|---|
| Stock/Option awards | None for directors; no stock or option plan |
| Non-equity incentive plan | None for directors |
| Performance metrics (TSR, EBITDA, ESG, etc.) | Not applicable to directors |
| Clawback/tax gross-ups (director-specific) | Not disclosed for directors in proxy |
Other Directorships & Interlocks
| External Company | Rendell Role | Interlock Within FRBP Board | Governance Consideration |
|---|---|---|---|
| Global Net Lease, Inc. | Independent Director | Leslie D. Michelson also serves as Director of Global Net Lease, Inc. | Multiple FRBP independent directors on same external board can create information-flow interlocks; monitor for conflict management |
| National Healthcare Properties, Inc. | Independent Director | Leslie D. Michelson also serves as Director (non-executive chair) of National Healthcare Properties, Inc. | Similar interlock dynamic; noted for independence oversight |
| Franklin BSP Private Credit Fund | Independent Director | Several FRBP directors serve across fund complex (e.g., Hillman, Kramer, Michelson) | Common fund-complex service is typical but demands robust conflict procedures |
Expertise & Qualifications
- Public-sector executive leadership (Governor of PA; Mayor of Philadelphia; District Attorney), budget oversight, and turnaround credentials .
- Legal training (J.D., Villanova Law School) and prior private practice experience in real estate transactions; U.S. Army veteran .
- Board experience across REITs and BDCs; deemed well-qualified by the company for broad business and leadership experience .
Equity Ownership
| Holder | Common Shares Beneficially Owned | % Outstanding | Preferred Shares | Dollar Range (Company) | Dollar Range (Fund Complex) |
|---|---|---|---|---|---|
| Edward G. Rendell | 0 | 0% | 0 | None | None |
Notes:
- Dollar ranges based on NAV/share $14.10 as of 12/31/2024 .
- No shares of Company Preferred Stock were beneficially owned by any Director or nominee as of the record date .
Governance Assessment
- Positives
- Independent director with material public leadership experience; serves on Nominating & Corporate Governance and Compensation Committees, which oversee independence/conflict and compensation risk, respectively .
- Board structure includes a Lead Independent Director and executive sessions; all directors met the ≥75% attendance threshold in 2024 .
- Watch items / RED FLAGS
- RED FLAG: Zero FRBP share ownership (reported “None”); cash-only director compensation may limit alignment with stockholders .
- RED FLAG: Did not attend last year’s annual stockholder meeting (only the CEO attended), which some investors view as a negative engagement signal .
- RED FLAG: Interlocks—Rendell and fellow FRBP independent director Leslie D. Michelson sit together on two external public boards (Global Net Lease and National Healthcare Properties), requiring strong conflict oversight by the Nominating & Corporate Governance Committee .
- Context
- Compensation Committee did not meet in 2024; Nominating & Corporate Governance met once; Board met 10 times; Audit met 4 times—committee workload was light for Rendell’s committees in 2024 .
- FRBP’s related-party/conflict framework includes 1940 Act independence standards, co-investment exemptive relief conditions, and committee oversight of conflicts .
Overall signal: Rendell brings high-profile governance and policy expertise. However, absence of FRBP equity ownership, no equity-based director pay, limited 2024 committee activity, and dual external board interlocks with another FRBP independent director warrant monitoring from an alignment and potential-conflict standpoint .