Anthony Nader
About Anthony P. Nader, III
Anthony P. Nader, III (age 61) is an independent trustee of Federal Realty Investment Trust (FRT) since 2020. He is Managing Director of SWaN & Legend Venture Partners and Vice Chairman of Asurion; previously CEO of National Electronics Warranty (NEW) and led its merger with Asurion in 2008. He holds a BSBA in Finance from John Carroll University and an MBA from Case Western Reserve University’s Weatherhead School; the Board has designated him an Audit Committee Financial Expert .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| National Electronics Warranty (NEW) | COO (1990), President (1999), CEO (2006–2013) | 1990–2013 | Led growth to largest global provider of extended service plans; orchestrated merger with Asurion in 2008 |
| Asurion | Vice Chairman | 2013–present | Leadership in large private tech protection firm (~300M customers) |
| Arlington Asset Investment Corp. | Director (prior) | Until 2023 | Prior public company board service |
| Inova Health System | Chairman, Board of Trustees | Until Dec 31, 2023 | Non‑profit governance leadership |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| SWaN & Legend Venture Partners | Managing Director | Current | Co‑founded in 2006; invests in growth companies |
| Asurion | Vice Chairman | Current | Privately held; ~300M customers |
| Inova Health System | Chairman, Board of Trustees | Ended Dec 31, 2023 | Non‑profit healthcare governance |
| Arlington Asset Investment Corp. | Director | Prior (until 2023) | Public company board service |
Board Governance
- Independence: Board determined all trustees except the CEO are independent; specifically reviewed Mr. Nader’s passive investments in three small‑shop tenants and concluded they do not constitute a material relationship and do not impair independence .
- Committee assignments: Audit Committee member (Audit Committee Financial Expert) and Nominating & Corporate Governance Committee Chair .
- Attendance: Board met 6 times in 2024; each trustee attended all Board and relevant committee meetings (100% attendance). Audit Committee met 4 times; Nominating Committee met 2 times .
- Governance practices: Prohibition on hedging and pledging; majority voting; proxy access; annual elections; robust evaluations led by Nominating Chair .
| Committee | Role | 2024 Meetings | Key Oversight |
|---|---|---|---|
| Audit | Member; Financial Expert | 4 | External auditor oversight; financial reporting; internal audit; cybersecurity; related‑party approvals |
| Nominating & Corporate Governance | Chair | 2 | Board composition; governance policies; trustee evaluations; committee assignments; sustainability oversight |
Fixed Compensation (Director)
| Element | Amount | Form/Mix |
|---|---|---|
| Annual Trustee Retainer (2024) | $200,000 | 40% cash; 60% equity; fully vested on grant |
| Non‑Executive Chairman Retainer (2024) | $225,000 | 60% cash; 40% equity |
| Committee Chair Fees | Audit: $25,000; Compensation: $15,000; Nominating: $15,000 | Cash |
| 2025 Retainer Changes (effective Jan 1, 2025) | Trustee: $225,000; Non‑Exec Chair: $275,000 | Mix unchanged |
| 2024 Actual for A. Nader | Cash: $80,000; Shares: $120,000; Chair Fees: $15,000; Total: $215,000 | Shares issued Jan 2, 2025; share count = amount ÷ $111.95 closing price on 12/31/2024 |
Performance Compensation (Director)
- Non‑employee trustee pay at FRT does not use performance metrics (no options, RSUs/PSUs tied to goals); equity for directors is fully vested at grant and functions as ownership alignment rather than pay‑for‑performance .
- Mechanics: The number of shares issued equals the dollar amount paid in shares divided by the NYSE closing price on the determination date ($111.95 for awards issued Jan 2, 2025) .
| Feature | Design | Citation |
|---|---|---|
| Performance metrics | None for director compensation | |
| Equity vesting | Fully vested at grant (director shares) | |
| Options | None granted to directors disclosed | |
| Share valuation | $111.95 closing price on 12/31/2024 used for Jan 2, 2025 issuances |
Other Directorships & Interlocks
| Company | Type | Role | Interlock/Notes |
|---|---|---|---|
| Arlington Asset Investment Corp. | Public | Director (prior, until 2023) | Also prior service by FRT Non‑Exec Chair David Faeder (until 2023) — historical interlock (no current overlap) |
| Asurion | Private | Vice Chairman | No related‑party transactions disclosed with FRT |
| Inova Health System | Non‑profit | Chairman (prior) | Non‑profit board role |
Expertise & Qualifications
- Designated Audit Committee Financial Expert; deep investing and financial expertise; retail industry and real estate finance exposure; strategic leadership; risk management and corporate governance competencies .
| Competency | Status |
|---|---|
| Financial expertise/literacy | Confirmed (Audit Financial Expert) |
| Real estate investing/finance | Present |
| Retail industry | Present |
| Strategic planning & leadership | Present |
| Corporate governance & risk management | Present |
Equity Ownership
| Holder | Common | Unvested Restricted Shares | Total Beneficial | % Outstanding |
|---|---|---|---|---|
| Anthony P. Nader, III | 4,774 | 0 | 4,774 | <1% |
- Trustee stock ownership guideline: value ≥ 5× annual cash retainer; must comply within 5 years of joining Board. As of Dec 31, 2024, all trustees were in compliance except Mr. McEachin (joined 2022); thus Mr. Nader is in compliance .
- Hedging/pledging: Prohibited for trustees and officers .
- Related‑party transactions: None required to be disclosed; Audit Committee must pre‑approve related‑party deals; passive investments by Mr. Nader in three small‑shop tenants reviewed and deemed non‑material for independence .
Governance Assessment
- Strengths: Independent trustee; Audit Financial Expert; Chair of Nominating (drives board evaluations, composition, sustainability oversight); 100% attendance; robust governance architecture (majority voting, proxy access, anti‑hedging/pledging) .
- Alignment: Director equity paid partly in shares and fully vested; trustee ownership guidelines enforced and met; Nader total 2024 director pay $215,000 balanced across cash and equity; beneficial ownership disclosed (4,774 shares) .
- Potential watch items: Passive investments in FRT tenants—Board concluded non‑material, but represents a continuing area for monitoring of related‑party exposure; no director‑specific related‑party transactions disclosed .
- Broader signal: 2024 Say‑on‑Pay support ~92% indicates general shareholder confidence in compensation governance and oversight framework (while focused on executives, the Compensation Committee disclosures reflect strong processes) .
RED FLAGS: None disclosed. Note the passive tenant investments were reviewed and found immaterial to independence; hedging/pledging banned; no director‑level related‑party transactions requiring disclosure .