William Hankowsky
About William P. Hankowsky
William P. Hankowsky, age 74, is an independent director of FS Credit Real Estate Income Trust, Inc. (FSREI) serving since 2024. He previously was Chairman, President, and CEO of Liberty Property Trust until February 2020 and holds a B.A. in economics from Brown University . As of April 1, 2025, he beneficially owned 2,326 FSREI shares (<1% of outstanding) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Liberty Property Trust | Chairman, President & CEO | Until Feb 2020 | Grew Liberty to 112M sq ft logistics portfolio; sold to Prologis for $13B |
| Philadelphia Industrial Development Corporation (PIDC) | President | 11 years | Led transactions incl. PA Convention Center, Wells Fargo Center, Navy Base, Phillies/Eagles stadiums |
| City of Philadelphia | Commerce Director | N/A | City economic development leadership |
| Reading Company; Amtrak; City of Camden, NJ | Various roles | N/A | Transportation and municipal experience |
External Roles
| Organization | Role | Status/Notes |
|---|---|---|
| Citizens Financial Group, Inc. (NYSE: CFG) | Director | Current board member |
| Greater Philadelphia Chamber of Commerce | Board | Current |
| Delaware River Waterfront Corporation | Board | Current |
| Philadelphia Convention & Visitors Bureau | Board | Current |
| Philadelphia Shipyard Development Corporation | Board | Current |
| Pennsylvania Academy of Fine Arts | Board | Current |
| Alterra Property Group | Senior Advisor | Current |
Board Governance
- Independence: Board affirmed Hankowsky is “independent” under the charter, bylaws and SEC rules; FSREI has 7 independent directors of 10 total in 2025 .
- Committees: FSREI has one standing committee—the Audit Committee (members: Connors-Chair, Brown, Fry). Hankowsky is not listed as a member and holds no chair roles .
- Lead Independent Director: John A. Fry (appointed March 11, 2025) manages executive sessions and governance liaison duties .
- Attendance: The Board met 5 times in 2024; each director then serving attended at least 75% of meetings. Audit Committee met 8 times; members’ attendance disclosed (Hankowsky is not on Audit) .
- Director elections/engagement: The 2025 annual meeting twice lacked quorum and was adjourned; all nominees, including Hankowsky, continue as holdover directors under Maryland law—signal of stockholder participation challenges .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash fees (2024) | $75,000 | Fees earned or paid in cash (thousands) |
| Annual equity (2024) | $75,000 | Stock awards fair value (thousands) |
| Total (2024) | $150,000 | Cash + equity (thousands) |
| Standard retainer | $150,000 | Annual retainer for independent directors; paid quarterly |
| Audit Chair fee | +$20,000 | Additional annual retainer (not applicable to Hankowsky) |
| Lead Independent fee | +$20,000 | Additional annual retainer (not applicable to Hankowsky) |
Performance Compensation
Independent directors receive time-based restricted shares; no disclosed performance metrics (e.g., TSR/EBITDA) for director pay. Awards vest on the one-year anniversary of grant; directors may elect 40–50% cash with the remainder in restricted Class I shares .
| Equity Grant Detail (2024) | Value/Terms |
|---|---|
| Quarterly grants (Feb/May/Aug/Dec 2024) | Total 23,002 restricted Class I shares granted to all independent directors; per-share grant date fair values $24.17, $24.20, $24.19, $24.17 |
| Vesting | One-year anniversary of grant; accelerated on death/disability/change-of-control |
Other Directorships & Interlocks
- Interlocks/potential conflicts: Citizens Financial Group board service introduces potential banking industry intersection; FSREI’s charter requires independent director review of affiliate transactions and prohibits certain loans/transactions without safeguards. No related-party transaction disclosure specific to Hankowsky was identified in the proxy .
- Advisory/external manager oversight: FSREI is externally managed; independent directors annually evaluate advisory fees and may terminate the advisory agreement without penalty on 60 days’ notice .
Expertise & Qualifications
- Deep REIT leadership and logistics real estate expertise (Liberty Property Trust, $13B sale to Prologis) .
- Economic development track record (PIDC, major Philadelphia projects) .
- Financial and board governance experience via multiple civic and corporate boards .
- Education: B.A., Economics, Brown University .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding |
|---|---|---|
| William P. Hankowsky | 2,326 | <1% |
- Ownership includes sole voting/dispositive power; Company notes no pledged shares for listed insiders unless disclosed; none indicated for Hankowsky .
Governance Assessment
-
Positive signals:
- Independence formally affirmed; no director-specific related-party transactions disclosed for Hankowsky .
- Strong domain expertise in REIT logistics and public company operations beneficial to FSREI’s credit real estate oversight .
- Standard director pay mix with equity grants aligns interests, albeit modest in size versus outstanding shares .
-
Watch items / red flags:
- Holdover status due to repeated lack of quorum may reflect investor engagement or distribution challenges; continued focus on investor relations advised .
- FSREI has not adopted a specific director/officer anti-hedging policy for Company stock, which some investors view as an alignment risk .
- External management fee structure is complex and sizable; sustained, rigorous independent director oversight of fees and expense caps is critical to investor confidence .
-
Committee leverage:
- Hankowsky is not on the Audit Committee; his influence resides at the full board level. The Audit Committee met 8 times in 2024; continued board-level engagement on risk, valuation, and advisory oversight remains important .
-
Compensation structure:
- Consistent annual retainer with time-based equity; no performance metrics tied to director compensation disclosed, limiting pay-for-performance signals for directors (typical for REIT boards) .
Overall, Hankowsky’s REIT leadership pedigree and independent status support board effectiveness; monitoring of investor engagement (quorum issues), adoption of modern anti-hedging practices, and continued scrutiny of external manager economics are key governance priorities to sustain confidence .