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Peter Politis

Director at HCI GroupHCI Group
Board

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

OrganizationRoleTenureCommittees/Impact
Politis P.A.Founder; practicing attorney2007–presentBoutique law firm focused on real estate transactions and financing; provides legal expertise relevant to HCI’s real estate strategy.
Xenia Management CompanyPrincipal; previously Vice President and General Counsel2000–presentReal estate development/management; broad business and management experience cited as enhancing Board oversight.

External Roles

OrganizationRoleTenureNotes
Politis P.A.Founder and attorney2007–presentExternal to HCI; boutique real estate-focused law practice.
Xenia Management CompanyPrincipal2000–presentExternal to HCI; owns/manages 45+ properties in U.S., Canada, Greece.

No other public company directorships disclosed for Peter Politis.

Board Governance

CommitteeRoleMembers (as disclosed)2024 MeetingsNotes
Governance & NominatingChairPeter Politis (Chair); Gregory Politis2Both members meet NYSE independence tests; Board explicitly considered father–son relationship.
AuditMemberWayne Burks (Chair); Peter Politis; Sue Watts6All 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

YearCash Retainer (Quarterly)Total CashStock Award (RSU) – SharesGrant DateGrant-Date Fair ValueVest DateAll Other (Dividends)Total
2024$25,000 per quarter$100,000750June 12, 2024$72,285May 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

ComponentDisclosure
Performance-based equity (PSUs/options)None disclosed for directors; stock awards are restricted shares with service conditions only.
Stock optionsNone granted to non-employee directors in 2024.
Performance metrics tied to director compensationNone disclosed (no revenue/EBITDA/TSR-based metrics for director pay).

Other Directorships & Interlocks

ItemDetails
Other public company boardsNone disclosed for Peter Politis.
Interlocks/potential conflictsPeter 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

CategoryDetail
EducationB.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 expertiseLegal (real estate transactions/financing), business management; real estate development/management.
Board skills matrixListed with Industry Background and Financial Experience among skills categories.

Equity Ownership

HolderShares Beneficially Owned% of Shares OutstandingNotes
Peter Politis8,015<1%Beneficial ownership as of April 14, 2025; includes applicable convertible/exercisable securities within 60 days.
RSUs Outstanding (12/31/2024)750n/aJune 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)

MatterForAgainstAbstainBroker Non-Votes
2025 Say-on-Pay6,008,8502,773,59115,806676,749
2024 Director Election – Sue Watts8,019,250386,289n/an/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)

Component2024 Amount/UnitsTerms
Cash fees$100,000$25,000 per quarter; includes Board and committee meeting attendance.
RSU grant750 sharesGranted June 12, 2024; service-only conditions; vests May 22, 2025; grant-date fair value $72,285.
Dividends on unvested RSUs$1,000Reported as “All Other Compensation.”
OptionsNone 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.