Mary Ann Tighe
About Mary Ann Tighe
Mary Ann Tighe, age 76, has served as an independent director of Howard Hughes Holdings Inc. since October 2011 (13 years’ tenure). She is Chief Executive Officer of CBRE’s New York Tri-State Region and is widely credited for major NYC commercial real estate transactions, bringing extensive brokerage and development expertise to HHH’s board . She was confirmed as independent under NYSE standards in the company’s 2025 proxy .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CBRE – New York Tri‑State Region | Chief Executive Officer | Since 2002 | Led a 3,800-employee region; anchored >14.4M sq ft of new construction deals . |
| Real Estate Board of New York | Chair | 2010–2012 | First woman chair in REBNY’s 114-year history; industry leadership . |
| Insignia/ESG (Edward S. Gordon Co.) | Vice Chairman; top producing broker | Prior to 2002 (years not specified) | Senior brokerage leadership and production recognition . |
| American Broadcasting Companies | Vice President; launched A&E cable channel | Prior role (years not specified) | Media operating experience . |
| National Endowment for the Arts; Office of the Vice President; Smithsonian Institution | Deputy Chairman (NEA); Arts Advisor to VP Walter Mondale; Staff member | Prior roles (years not specified) | Public-sector and cultural institution leadership/oversight . |
External Roles
| Organization | Role | Status |
|---|---|---|
| Other current public company boards | — | None . |
Board Governance
- Committee assignments: Compensation Committee member; Nominating & Corporate Governance (N&CG) Committee member (not Chair) .
- Independence: Determined independent under NYSE standards .
- Attendance/engagement: Board held 10 meetings in 2024; all directors attended ≥75% of Board and committee meetings; independent directors met in executive session at least four times per year .
- Years of service on HHH board: Director since 2011 (13 years as of the 2025 proxy) .
Fixed Compensation
Program structure (non‑employee directors):
| Element | Amount | Notes |
|---|---|---|
| Annual Board retainer – cash | $75,000 | Payable in cash; may elect to receive in restricted stock . |
| Annual Board retainer – equity | $145,000 | Restricted stock; vests at next annual meeting or June 1 of following year . |
| Presiding Director retainer | $50,000 | Cash . |
| Committee Chair retainers | $30,000 (Audit); $20,000 (Comp) (increased from $15,000 in Q3’24); $15,000 (N&CG/Technology) | Chair retainers for N&CG/Technology increased from $12,500 to $15,000 in Q3’24 . |
| Committee Member retainers | $15,000 (Audit); $10,000 (Comp, N&CG, Technology) | Member retainers increased from $5,000 to $10,000 in Q3’24 . |
Director-specific 2024 compensation (actuals):
| Component | 2024 Amount |
|---|---|
| Fees earned or paid in cash | $90,000 |
| Restricted stock awards (grant-date fair value) | $145,000 |
| Total | $235,000 |
| Election to take cash as stock | Elected to receive $75,000 of annual cash retainer in restricted stock (company-wide footnote) . |
Performance Compensation
- Annual equity: $145,000 in restricted stock; vests at the earlier of next annual meeting or June 1 of following year (time-based; no performance metrics) .
- Dividend policy on equity: Restricted stock does not accrue or pay dividends or dividend equivalents prior to vesting .
- Clawback/recoupment: Awards subject to Executive Compensation Recoupment Policy and clawback provisions; awards can be canceled/forfeited for “detrimental activity” .
- Hedging/pledging: Company policy prohibits hedging, short sales, and pledging/margin use of HHH securities by directors .
Other Directorships & Interlocks
| Item | Detail |
|---|---|
| Other current public company boards | None . |
| Compensation Committee interlocks | 2024 Compensation Committee members included Ms. Tighe; no reciprocal interlocks with other companies’ executives disclosed . |
Expertise & Qualifications
| Skill/Experience | Status |
|---|---|
| Operations; Real estate development & management | Present – identified in Board skills matrix . |
| Financial expertise | Present . |
| Social and corporate governance | Present . |
Equity Ownership
| Measure | Value | Notes |
|---|---|---|
| Total beneficial ownership (shares) | 53,576 | Includes direct/indirect holdings. |
| Unvested restricted stock (expected to vest by 2026) | 3,176 | Sole voting, no dispositive power until vesting. |
| Spousal/indirect holdings included | 19,495 | Purchased by Ms. Tighe’s husband; beneficial ownership attributed by relationship . |
| Shares outstanding (reference) | 59,398,914 | As of Aug 4, 2025 . |
| Ownership as % outstanding | ~0.09% | 53,576 / 59,398,914 ≈ 0.09% . |
| Stock ownership guidelines | 5× annual retainer; all directors compliant and/or within initial grace period as of Aug 4, 2025 . | |
| Hedging/pledging status | Prohibited by policy (alignment safeguard) . |
Governance Assessment
- Board effectiveness and independence: Independent director with deep New York commercial real estate expertise; serves on Compensation and N&CG committees, reinforcing governance and pay oversight capabilities .
- Engagement and attendance: Met the company’s attendance expectations (≥75% of Board and committee meetings in 2024), with regular executive sessions of independent directors enhancing oversight .
- Alignment and incentives: Holds 53,576 shares (including 3,176 unvested restricted shares) and is compliant with 5× retainer ownership guidelines, supported by a no-hedging/no-pledging policy and clawback provisions, which are positive alignment signals .
- Conflicts/related-party exposure: No related-party transactions disclosed involving Ms. Tighe; transactions with related parties are subject to Audit Committee review per policy; footnote notes spousal share purchases but no transactions with CBRE disclosed .
- Director compensation structure: Mix skews to time-based restricted stock (standard for directors) with modest cash; 2024 committee fee increases lift cash elements slightly but retain equity-driven alignment via annual RS awards and ownership guidelines .
RED FLAGS observed: None disclosed specific to Ms. Tighe (no hedging/pledging; no related-party transactions; independent status affirmed) .