David A. Helfand
About David A. Helfand
Independent director since February 2025; age 60. President, CEO, and Chair of Equity Commonwealth (NYSE: EQC) — Chair since May 2023; trustee, President and CEO since May 2014. Previously Co‑President and Advisor at Equity Group Investments; Founder and President of Helix Funds; CEO of American Residential Communities; EVP & CIO at Equity Office Properties; Managing Director at Equity International; prior President & CEO of Equity LifeStyle Properties and audit committee chair. Education: MBA, University of Chicago; BA, Northwestern University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Equity Commonwealth (NYSE: EQC) | Chair of the Board; President & CEO; Trustee | Chair since May 2023; President & CEO since May 2014 | Led public REIT strategy and governance |
| Equity Group Investments (EGI) | Co‑President; Advisor | Prior; current Advisor | Oversaw real estate activities |
| Helix Funds LLC | Founder & President | Prior | Built private real estate investment platform |
| American Residential Communities LLC | CEO | Prior | Portfolio company leadership under Helix Funds |
| Equity Office Properties Trust | EVP & CIO | Prior | Chief investment oversight at former public REIT |
| Equity International | Managing Director | Prior | Formation and investments in international real estate firms |
| Equity LifeStyle Properties (NYSE: ELS) | President & CEO | Prior | Served as audit committee chair |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ann & Robert H. Lurie Children’s Hospital of Chicago | Director | Current | Board service |
| Nareit | Advisory Board of Governors | Current | Industry governance |
| Wharton Real Estate Center | Executive Committee | Current | Strategic oversight |
| Kellogg Real Estate Center (Northwestern) | Executive Committee | Current | Strategic oversight |
| Weinberg College (Northwestern) | Board of Visitors | Current | Advisory role |
| Northwestern University | Trustee | Current | University governance |
Board Governance
- Committee memberships: Audit Committee member and Chair; members include Angela Blanton, Francesca Cornelli, David A. Helfand, and Samuel C. Scott III .
- Financial expertise and independence: Board determined Helfand is an independent director under Nasdaq rules and meets heightened audit committee independence; also qualifies as an “audit committee financial expert” .
- Controlled company status: GCMG is a controlled company; it does not maintain compensation or nominating committees; GCM V designates all seven directors until the Sunset Date per Stockholders’ Agreement, affecting board elections and committee structure .
- Attendance: In 2024 the Board met 5 times and the Audit Committee met 4 times; each director then serving attended at least 75% of applicable meetings (Helfand joined in 2025) .
- Lead Independent Director: Samuel C. Scott III serves as Lead Independent Director .
Fixed Compensation
| Component | Amount | Effective Date | Notes |
|---|---|---|---|
| Annual director cash fee | $250,000 | April 1, 2025 | Non‑employee directors; payable quarterly; alternatives to take fees in equity |
| Audit Committee Chair fee | $60,000 | April 1, 2025 | Total audit fees for Chair = $105,000 (Chair + membership) |
| Audit Committee membership fee | $45,000 | April 1, 2025 | Non‑chair members |
| Other committee membership fee | $15,000 | 2024 policy | Additional committee fees (no standing comp/nom committees) |
Directors can elect to receive fees as fully vested shares or deferred RSUs; fees are earned quarterly and paid in arrears .
Performance Compensation
| Equity Award | Grant Size | Vesting | Design/Notes |
|---|---|---|---|
| Initial RSU award to non‑employee directors | 10,000 RSUs | Vests in full on first anniversary of start date; accelerates upon Change of Control or death/disability | Not performance‑based; directors may elect delivery timing per policy |
| Quarterly director fee conversion (optional) | Varies (fee-equivalent) | Fully vested at grant | Directors can elect shares or deferred RSUs in lieu of cash |
No director performance metrics (e.g., TSR, EBITDA) are tied to director pay; equity is time‑based and/or fully vested at grant .
Other Directorships & Interlocks
| Entity | Nature of Interlock | Governance Risk Note |
|---|---|---|
| Insurance Broker for GCMG | Immediate family of Helfand’s wife has ~20% economic interest; broker received ~$0.5 million commissions in 2024 | Related‑party exposure; subject to Audit Committee review and approval under policy |
| 900 North Michigan, LLC (HQ Landlord) | Immediate family of Helfand’s wife has ~25% economic interest; GCMG paid $5.8 million rent in 2024 | Real estate related‑party exposure; overseen under related‑party policy |
Expertise & Qualifications
- Real estate investment and REIT leadership; extensive capital allocation and governance experience at EQC, EOP, ELS, and Equity International .
- Recognized audit committee competency; designated audit committee financial expert .
- Advanced academic credentials (MBA, UChicago; BA, Northwestern) and ongoing industry roles (Nareit) .
Equity Ownership
| Holder | Class A Shares | Class C Shares | Combined Voting Power |
|---|---|---|---|
| David A. Helfand | — | — | — |
As of April 9, 2025, no beneficial ownership for Helfand was reported; contrasts with meaningful holdings and pledges by certain insiders (e.g., Sacks entities) — pledges of common units exist, but not attributed to Helfand .
Governance Assessment
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Strengths
- Independent audit chair with audit committee financial expert designation; committee charter covers auditor oversight, risk (including cybersecurity), and related‑party transaction review .
- Anti‑hedging/anti‑pledging policy applies to directors, reducing misalignment risks; formal clawback policy compliant with Nasdaq Listing Rule 5608 .
- Clear related‑party transaction policy with Audit Committee approval/ratification and recusal protocols; management updates provided at least annually .
-
Concerns / RED FLAGS
- Controlled company status: Concentrated voting control and director designation rights may limit board independence over nominations and compensation oversight (no comp or nominating committee) .
- Related‑party exposure tied to immediate family of Helfand’s wife in the insurance broker (~20% interest; $0.5 million commissions in 2024) and the landlord of GCMG headquarters (~25% interest; $5.8 million rent in 2024); ongoing transactions create perceived conflicts requiring robust Audit Committee oversight and consistent recusal .
- Ownership alignment: No reported personal beneficial ownership in GCMG as of the record date; while directors can elect equity for fees, lack of disclosed holdings may be viewed as low “skin‑in‑the‑game” relative to role as audit chair .
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Engagement signals
- Audit Committee met four times in 2024; with Helfand’s 2025 appointment and role as Chair, investors should monitor 2025–2026 meeting cadence, auditor independence, and enforcement of related‑party protocols .
- Board holds executive sessions via Lead Independent Director framework when Chair/CEO roles are combined; Scott currently serves as Lead Independent Director .