Kathleen Olsen
Green Brick PartnersAbout Kathleen Olsen
Independent director at Green Brick Partners since 2014, age 53, with deep accounting, audit, and finance experience. Former CFO of Eminence Capital (1999–2011), audit manager at Anchin, Block & Anchin (1993–1999), and adjunct professor at Fordham Gabelli School of Business since 2021; CPA and member of AICPA and NYSSCPA. The Board classifies Olsen as independent under NYSE standards; she serves on Audit and Governance & Sustainability committees and is designated an “audit committee financial expert.”
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Eminence Capital, LLC | Chief Financial Officer | 1999–2011 | Built finance, controls for long/short global equity fund; senior leadership role |
| Anchin, Block & Anchin LLP | Audit Manager (investment partnerships) | 1993–1999 | Led audits for investment partnerships; technical audit specialization |
| Fordham Gabelli School of Business | Adjunct Professor | Since 2021 | Academic role; contributes to finance/accounting education |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Lockwood-Mathews Mansion Museum | Board of Trustees | Not disclosed | Non-profit governance |
| Saint Catherine Center for Special Needs | Board of Trustees | Not disclosed | Non-profit governance |
| AICPA; NYSSCPA | Member | Not disclosed | Professional accreditation and standards |
No other public company directorships are disclosed in the proxy biography.
Board Governance
- Committees: Audit (member) and Governance & Sustainability (member); not a chair. The Audit Committee met 5 times in 2024; Governance & Sustainability met 4; Compensation met 9. Olsen is one of two “audit committee financial experts,” and all committee members meet NYSE/SEC independence requirements.
- Attendance: The Board met 5 times in 2024; each director attended at least 75% of aggregate Board and committee meetings; independent directors hold executive sessions each quarterly meeting.
- Independence: Board annually determines independence; Olsen is independent under NYSE standards. The Board noted certain directors (including Olsen) have non‑material limited partnership interests in Greenlight Capital funds and concluded these do not impair independence.
- Lead Independent Director: Elizabeth K. Blake serves as LID.
Committee meeting cadence
| Committee | 2023 Meetings | 2024 Meetings |
|---|---|---|
| Audit | 5 | 5 |
| Compensation | 5 | 9 |
| Governance & Sustainability | 5 | 4 |
Fixed Compensation
Director pay structure (independent directors):
- Annual cash retainer: $100,000, paid quarterly; option to receive retainer in restricted stock (vests after 1 year). Chairman receives $150,000. Committee chair retainers: Audit $25,000; Comp/G&S/Insurance $20,000.
Kathleen Olsen – Director compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash ($) | 107,033 | 100,000 |
| Stock Awards ($) | 137,196 | 139,723 |
| Total ($) | 244,229 | 239,723 |
Annual equity grant specifics (independent directors)
| Grant Date | Shares Granted | Grant Value ($) | Vesting |
|---|---|---|---|
| Mar 5, 2024 | 2,701 | 140,000 | Vests on first anniversary, if serving on Board |
Performance Compensation
- Directors receive time-based restricted stock; no performance metrics (e.g., EPS/TSR) are tied to director equity awards.
Performance metrics in director compensation
| Metric Type | Status |
|---|---|
| Financial/TSR metrics | None for directors |
| Vesting | Time-based (1-year) |
Other Directorships & Interlocks
- No other public company boards disclosed for Olsen.
- Potential interlock/related interest: Board considered non‑material limited partnership interests in Greenlight Capital funds held by certain directors (including Olsen); concluded independence is not impaired. Greenlight is a 21.5% holder; David Einhorn (Chairman) is Greenlight’s president.
Expertise & Qualifications
- CPA; audit/finance leadership; capital markets familiarity from hedge fund CFO tenure. Designated “audit committee financial expert.”
- Academic engagement (adjunct professor).
Equity Ownership
Beneficial ownership as of April 14, 2025
| Holder | Shares Beneficially Owned | Percent of Outstanding |
|---|---|---|
| Kathleen Olsen | 69,909 | <1% |
Restricted stock outstanding (director status totals)
| Director | Restricted Stock Outstanding (12/31/2024) |
|---|---|
| Kathleen Olsen | 2,701 |
Stock ownership guidelines
- Directors: 5x annual cash retainer; 5 years to comply; retain 100% of net shares until compliant. Compliance status for Olsen not disclosed.
Hedging/pledging policy
- Prohibits hedging and pledging by officers/directors; limited pledging exceptions only for entities ≥10% holders with Board approval; no exception disclosed for Olsen.
Governance Assessment
- Strengths: Independence affirmed; audit committee financial expert; consistent committee engagement; robust policies (clawback, anti‑hedging/pledging, proxy access, executive sessions).
- Alignment: Meaningful share ownership (69,909 shares) and annual equity grants support alignment; director ownership guidelines increase alignment.
- Shareholder signals: Say‑on‑pay support at 98% in 2023, indicating broad investor approval of compensation oversight.
- Monitoring items: Non‑material investments in Greenlight funds among certain directors (including Olsen) merit continued monitoring given Greenlight’s 21.5% stake and the Chairman’s affiliation, though independence is affirmed.
- No red flags observed: Attendance threshold met; no related‑party transactions involving Olsen; option repricing prohibited; no excise tax gross‑ups in the 2024 plan.
Related Party Transactions (context)
- A 90%‑owned subsidiary (CLH20, LLC/Centre Living Homes) has the remaining 10% held by the CEO’s son; overseen under related person transaction policy by the Governance & Sustainability Committee. No transactions involving Olsen disclosed.
Compensation Committee Analysis (context)
- Independent consultants engaged: Pearl Meyer (peer benchmarking for 2024); FW Cook (CEO agreement and LTIP design, 2025 peer group); committee concluded both were independent and conflict‑free.
- Executive clawback policy in place.
Say‑on‑Pay & Shareholder Feedback (context)
- 2023 advisory vote: 98% approval of executive compensation; committee reviews this outcome and investor feedback in annual compensation decisions.
Performance & Track Record (context)
- Company TSR: 492.1% cumulative over five years ended 12/31/2024 (37.5% CAGR), reflecting strong shareholder returns under current Board oversight.