Peter Politis
About Peter Politis
Peter Politis, age 46, joined HCI’s Board on June 21, 2021. He is a lawyer, founder of Politis P.A. (since 2007) focused on real property acquisitions/financing, construction law, commercial leasing, and entity selection; and principal at Xenia Management Company, a real estate development/management firm operating in the U.S., Canada, and Greece (serving since 2000 including Vice President and General Counsel). Education: B.S. in Finance (minor in Economics) University of Florida 2001; M.A. in International Business University of Florida 2002; J.D. University of Miami School of Law 2004. He is an independent director and currently chairs the Governance & Nominating Committee and serves on the Audit Committee; he is the son of director and Lead Independent Director Gregory Politis.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Politis P.A. | Founder; practicing attorney | 2007–present | Boutique law firm focused on real estate transactions and financing; provides legal expertise relevant to HCI’s real estate strategy. |
| Xenia Management Company | Principal; previously Vice President and General Counsel | 2000–present | Real estate development/management; broad business and management experience cited as enhancing Board oversight. |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Politis P.A. | Founder and attorney | 2007–present | External to HCI; boutique real estate-focused law practice. |
| Xenia Management Company | Principal | 2000–present | External to HCI; owns/manages 45+ properties in U.S., Canada, Greece. |
No other public company directorships disclosed for Peter Politis.
Board Governance
| Committee | Role | Members (as disclosed) | 2024 Meetings | Notes |
|---|---|---|---|---|
| Governance & Nominating | Chair | Peter Politis (Chair); Gregory Politis | 2 | Both members meet NYSE independence tests; Board explicitly considered father–son relationship. |
| Audit | Member | Wayne Burks (Chair); Peter Politis; Sue Watts | 6 | All meet NYSE independence and SEC Rule 10A-3; Burks designated financial expert. |
- Board met 13 times in 2024; nine of ten directors attended 100% and one attended 92%. Directors are expected to attend and prepare for Board and committee meetings; committee members attended 100% of committee meetings in 2024 except one Compensation Committee member (83%).
- Independence: Peter Politis determined independent under NYSE 303A.02 (Board considered father–son relationship with Gregory).
- Lead Independent Director: Gregory Politis (since 2017); independent directors meet in executive session.
Fixed Compensation
| Year | Cash Retainer (Quarterly) | Total Cash | Stock Award (RSU) – Shares | Grant Date | Grant-Date Fair Value | Vest Date | All Other (Dividends) | Total |
|---|---|---|---|---|---|---|---|---|
| 2024 | $25,000 per quarter | $100,000 | 750 | June 12, 2024 | $72,285 | May 22, 2025 | $1,000 | $173,285 |
- Director compensation plan: Non-employee directors received $25,000 per quarter in cash and an annual stock award of 750 shares in 2024.
- RSU terms: Restricted shares include only service conditions and vest May 22, 2025; grant-date fair value per ASC 718.
Performance Compensation
| Component | Disclosure |
|---|---|
| Performance-based equity (PSUs/options) | None disclosed for directors; stock awards are restricted shares with service conditions only. |
| Stock options | None granted to non-employee directors in 2024. |
| Performance metrics tied to director compensation | None disclosed (no revenue/EBITDA/TSR-based metrics for director pay). |
Other Directorships & Interlocks
| Item | Details |
|---|---|
| Other public company boards | None disclosed for Peter Politis. |
| Interlocks/potential conflicts | Peter is the son of Gregory Politis (Lead Independent Director). Both serve on Governance & Nominating (Peter chairs). Board considered the relationship and affirmed independence under NYSE 303A.02. |
Expertise & Qualifications
| Category | Detail |
|---|---|
| Education | B.S. Finance (minor Economics), University of Florida (2001); M.A. International Business, University of Florida (2002); J.D., University of Miami School of Law (2004). |
| Technical/industry expertise | Legal (real estate transactions/financing), business management; real estate development/management. |
| Board skills matrix | Listed with Industry Background and Financial Experience among skills categories. |
Equity Ownership
| Holder | Shares Beneficially Owned | % of Shares Outstanding | Notes |
|---|---|---|---|
| Peter Politis | 8,015 | <1% | Beneficial ownership as of April 14, 2025; includes applicable convertible/exercisable securities within 60 days. |
| RSUs Outstanding (12/31/2024) | 750 | n/a | June 12, 2024 RSU grant; vests May 22, 2025. |
- Director share ownership policy: New directors are expected to acquire $200,000 of HCI shares within five years of initial election and hold until retirement; compliance status not individually disclosed.
- Anti-hedging: Directors are prohibited from hedging HCI securities; short positions, derivatives, collars, etc. are banned.
- Pledging: No explicit pledging prohibition disclosed for directors; no pledging by Peter Politis disclosed.
Governance Assessment
- Strengths: Independent status affirmed despite family relationship; active roles on Audit and as Chair of Governance & Nominating indicate engagement in financial reporting oversight and board composition/process. Audit Committee independence and presence of a financial expert support reporting quality.
- Alignment: Uniform director equity grants (service-based RSUs) and director ownership policy requiring $200,000 within five years enhance alignment, though performance-conditioned equity is not used for director pay (appropriate for non-executives).
- Attendance/engagement: Board met 13 times in 2024, with ≥92% attendance for every director; committees broadly achieved 100% attendance (except one Comp member). Signals high engagement.
- Risks/RED FLAGS: Father–son duo on a key governance committee may raise optics concerns about independence in nominations/governance oversight, even though the Board concluded both are independent under NYSE rules. Monitoring for any related-party transactions involving Xenia/Politis P.A. remains prudent; none disclosed for Peter.
- Policies: Anti-hedging policy in place; Code of Ethics and Corporate Governance Guidelines published, executive clawback policy noted (company-wide governance strength).
Supplemental Shareholder Sentiment (context)
| Matter | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| 2025 Say-on-Pay | 6,008,850 | 2,773,591 | 15,806 | 676,749 |
| 2024 Director Election – Sue Watts | 8,019,250 | 386,289 | n/a | n/a |
Useful for governance context; not specific to Peter’s compensation.
Appendix: Committee, Attendance, and Independence Disclosures
- Audit Committee: Wayne Burks (Chair), Peter Politis, Sue Watts; met 6 times in 2024; all meet NYSE and SEC independence; Burks designated financial expert.
- Governance & Nominating: Peter Politis (Chair), Gregory Politis; met 2 times in 2024; both meet NYSE independence.
- Board independence determination explicitly considered father–son relationship; Peter deemed independent under NYSE 303A.02.
- Board attendance: 13 meetings in 2024; nine directors at 100%, one at 92%; committees generally 100% attendance (one Comp member at 83%).
Director Compensation Detail (Peter Politis)
| Component | 2024 Amount/Units | Terms |
|---|---|---|
| Cash fees | $100,000 | $25,000 per quarter; includes Board and committee meeting attendance. |
| RSU grant | 750 shares | Granted June 12, 2024; service-only conditions; vests May 22, 2025; grant-date fair value $72,285. |
| Dividends on unvested RSUs | $1,000 | Reported as “All Other Compensation.” |
| Options | — | None granted; no option awards outstanding. |
Related-Party Transactions (screen)
- No related-party transactions disclosed involving Peter Politis; Board policy requires review/approval by disinterested directors; anti-hedging policy enforced.
- Separate related-party transaction disclosed for Oxbridge (linked to director Jay Madhu), not involving Peter.