Elizabeth Blake
Green Brick PartnersAbout Elizabeth K. Blake
Elizabeth K. Blake, age 73, has served on GRBK’s Board since September 2007 and is the Lead Independent Director. She sits on the Compensation and Governance & Sustainability Committees. Blake is a former Senior Vice President—Advocacy, Government Affairs & General Counsel at Habitat for Humanity International (2006–2014) and previously held senior legal and corporate affairs roles at US Airways Group, Trizec Properties, GE Power Systems, and Cinergy. She holds a BA from Smith College and a JD from Columbia Law School (Harlan Fiske Stone Scholar) and has two honorary doctorates; she is a past Chair of the Ohio Board of Regents .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Habitat for Humanity International | SVP—Advocacy, Government Affairs & General Counsel | 2006–2014 | Led advocacy, government affairs, legal; nonprofit governance experience |
| US Airways Group, Inc. | EVP—Corporate Affairs, General Counsel & Corporate Secretary | 2003–2005 | Top legal and corporate affairs executive at a public airline |
| Trizec Properties, Inc. (public REIT) | Senior Vice President & General Counsel | Apr–Dec 2002 | Public company REIT governance and real estate legal expertise |
| GE Power Systems | Vice President & General Counsel | 1998–2002 | Global industrial legal leadership; risk and compliance |
| Cinergy Corp. | Vice President & Chief of Staff | 1996–1998 | Corporate strategy and governance support |
| Frost & Jacobs (law firm) | Partner (assoc. 1982–1984; partner 1984–1996) | 1982–1996 | Complex corporate/energy/regulated industries legal practice |
| Davis Polk & Wardwell | Associate | 1977–1982 | Foundational corporate/securities law training |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Patina Oil & Gas Corporation | Director | 1998–2005 (until sale to Noble Energy) | Public company board experience; energy industry exposure |
| Ohio Board of Regents | Chair (past) | Not specified | State higher-education governance leadership |
Board Governance
- Lead Independent Director; member of Compensation and Governance & Sustainability Committees (not Audit; not Insurance) .
- Independence: Board annually designates independent directors; Blake is independent under NYSE standards .
- Attendance and engagement: The Board met 5 times in 2024; all directors attended at least 75% of Board and committee meetings. Independent directors meet in executive session each quarterly meeting; Blake presided over the final executive session of 2024, signaling active leadership in non-management oversight .
- Committee landscape and risk oversight: Governance & Sustainability oversees related-party transactions and ESG; Audit oversees financial reporting and cybersecurity; Compensation oversees pay, succession, and clawback policy .
- Compensation Committee interlocks: None—no members served as officers of GRBK in 2023; no reciprocal interlocks with other companies’ boards .
| Committee | 2025 Membership | Chair Role |
|---|---|---|
| Audit | Not a member | — |
| Compensation | Member | — |
| Governance & Sustainability | Member | — |
| Insurance | Not a member | — |
Fixed Compensation
| Component | 2023 | 2024 | Notes |
|---|---|---|---|
| Annual Cash Retainer (Independent Directors) | $100,000 (policy) | $100,000 (policy) | Paid quarterly; directors may elect stock in lieu of cash |
| Committee Chair Fees | $20,000 (Comp/G&S/Insurance); $25,000 (Audit) | $20,000 (Comp/G&S/Insurance); $25,000 (Audit) | Blake had prorated G&S chair retainer through 2023 annual meeting |
| Blake—Fees Earned in Cash | $0 | $0 | Elected 100% of cash retainer in restricted stock for 2024; elected stock in 2023 |
| Blake—Stock Awards (Grant-Date Fair Value) | $236,246 | $239,458 | Includes annual equity retainer and elected stock in lieu of cash |
| Blake—Total Director Comp | $236,246 | $239,458 | — |
Performance Compensation
| Element | Terms | 2023 | 2024 |
|---|---|---|---|
| Annual Equity Grant (Independent Directors) | Restricted stock; vests on first anniversary of grant date, contingent on continued Board service | 4,241 shares granted on Mar 6, 2023 | 2,701 shares granted on Mar 5, 2024 |
| Options/PSUs for Directors | Not disclosed/none indicated for directors (program describes restricted stock only) | — | — |
No director-specific performance metrics or PSUs are disclosed; equity awards for directors are time-based restricted stock with one-year vesting .
Other Directorships & Interlocks
| Company | Current/Prior | Role | Interlock/Conflict Notes |
|---|---|---|---|
| Patina Oil & Gas Corporation | Prior | Director (1998–2005) | No current interlock; historical energy industry exposure |
Compensation Committee Interlocks: None; no reciprocal board/comp committee ties with GRBK executives at other companies in 2023 .
Expertise & Qualifications
- Extensive executive leadership and corporate governance expertise across public, private, and nonprofit organizations; legal and risk management depth from senior GC roles .
- Homebuilding/real estate sector familiarity via Trizec REIT and broad industry oversight experience noted in Board skills matrix .
- Education: BA, Smith College; JD, Columbia Law School; Harlan Fiske Stone Scholar; honorary doctorates (Cincinnati Technical College; College of Mt. St. Joseph) .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Beneficial Ownership (shares) | 153,475 | As of Apr 14, 2025 |
| Shares Outstanding (reference) | 44,112,612 | As of Apr 14, 2025 |
| Ownership as % of Outstanding | ~0.35% (calc: 153,475 ÷ 44,112,612) | Table shows “<1%”; computed for context |
| Restricted Stock Outstanding (12/31/2023) | 6,018 shares | Director RS outstanding |
| Restricted Stock Outstanding (12/31/2024) | 4,629 shares | Director RS outstanding |
| Anti-Hedging/Pledging | Hedging prohibited; pledging prohibited except Board-approved exception for 10%+ holders; no pledging disclosed for Blake | |
| Stock Ownership Guidelines | Directors required to hold 5x annual cash retainer; 5-year compliance window; retain 100% net shares until compliant |
Governance Assessment
- Board effectiveness and independence: Blake’s long tenure, Lead Independent Director role, and committee memberships underscore governance continuity and oversight; she is formally independent under NYSE standards . Executive sessions led by independent directors, including Blake in the final session of 2024, suggest active non-management oversight .
- Alignment and incentives: Blake elected to receive her entire 2024 cash retainer in stock and receives annual restricted stock grants with one-year vesting, enhancing ownership alignment; her beneficial ownership is significant for a non-employee director .
- Conflicts and related-party exposure: No related-party transactions disclosed involving Blake; independence review noted immaterial Greenlight fund interests for other directors, not Blake .
- Risk indicators: Company-wide policies prohibit hedging and pledging (with limited exception for 10%+ holders), reducing misalignment risk; director awards are subject to clawback under the omnibus plan, strengthening governance .
- Shareholder feedback: Say-on-pay received 98% support at the 2023 annual meeting, indicating broad investor alignment with compensation philosophy and governance practices (context for overall pay governance) .
RED FLAGS: None explicitly disclosed for Blake. Potential watch items include very long tenure (since 2007) which can raise independence perception risks in some investor frameworks; however, her Lead Independent Director role and ongoing independence determinations mitigate concern .