Douglas Downer
About Douglas Downer
HomeStreet, Inc. filings do not identify any director named “Douglas Downer.” He does not appear among current or recent HMST directors or committee rosters in 2025, 2022, or 2020 proxy statements, nor in director compensation tables. Consequently, HMST provides no biography, age, tenure, education, or credentials for “Douglas Downer.” This indicates a likely identity mismatch or non-director status at HMST .
Implication: No person-specific governance, compensation, or ownership data for “Douglas Downer” exists in HMST public filings; assessment below references HMST’s board-level practices for context.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| HMST | Not disclosed (no record of “Douglas Downer” as a director) | — | — |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Public companies (HMST filings) | Not disclosed (no record) | — | — |
Board Governance
- Board independence and leadership: Seven of eight current directors are independent; HMST has a Lead Independent Director role with defined responsibilities; directors can be removed without “cause”; majority voting standard in uncontested elections with a resignation policy .
- Attendance: Each current director attended at least 75% of Board and committee meetings in 2024; the Board met 23 times in 2024 .
- Committees: Executive, Audit, Enterprise Risk Management (ERM), Compensation, and Nominating & Governance (N&G). 2024 committee memberships and chairs are disclosed; all committee chairs are independent .
- Risk oversight: Board-level enterprise-wide risk framework; ERM Committee oversees cybersecurity, information security, and operational risks; Audit oversees financial reporting and controls; Compensation oversees pay-related risk; N&G oversees governance risks .
- Director engagement: HMST emphasizes shareholder engagement and regular evaluations of Board, committees, and directors .
Fixed Compensation
HMST non-employee director compensation (2024):
| Component | Amount ($) | Notes |
|---|---|---|
| Annual Board retainer (cash, paid quarterly) | 130,000 | For HMST and HomeStreet Bank service |
| Audit Committee Chair retainer | 20,000 | Additional annual retainer |
| Compensation Committee Chair retainer | 15,000 | Additional annual retainer |
| N&G Committee Chair retainer | 15,000 | Additional annual retainer |
| ERM Committee Chair retainer | 15,000 | Additional annual retainer |
| Bank Finance Committee Chair retainer | 10,000 | Additional annual retainer |
| Bank Credit Committee Chair retainer | 10,000 | Additional annual retainer |
| Lead Independent Director retainer | 30,000 | Additional annual retainer |
| Executive Committee member retainer | 10,000 | Additional annual retainer |
- 2024 director fees were paid in cash; director-specific totals disclosed (names listed; no “Douglas Downer”) .
Performance Compensation
- Equity/Options: HMST’s 2024 disclosure indicates fees paid in cash; no annual equity described for directors in 2024 .
- Historical context: In 2019, HMST granted stock awards to non-employee directors; some directors elected to receive cash fees in stock or deferred stock units settled in common stock, reflecting prior equity mix flexibility .
- Performance metrics: HMST does not disclose performance metrics (TSR, revenue growth, ESG) tied to director compensation; director pay appears fixed retainer-based with committee-role premia .
| Metric Area | Disclosure | Detail |
|---|---|---|
| RSUs/PSUs | Historical (2019) | Directors could elect stock or deferred stock units; awards valued under ASC 718 |
| Options | Historical (2019) | Not a standard director component; 2019 table shows no option awards for directors |
| Performance goals | Not disclosed for directors | No director pay-for-performance metrics indicated |
Other Directorships & Interlocks
- HMST policy: Board policy limits director membership on other public company boards; diversity and independence prioritized in nominations .
- Person-specific: No record of “Douglas Downer” in HMST filings; therefore no interlock or external board data available .
Expertise & Qualifications
- HMST approach: N&G Committee applies criteria for independence, integrity, financial literacy, risk, cybersecurity, and governance; prioritizes diversity and human capital oversight .
- Person-specific: No biography or qualifications for “Douglas Downer” in HMST filings .
Equity Ownership
- Stock ownership guidelines: Non-executive directors must own at least 3x the annual retainer (valued at acquisition price); measured after three years of service; stock received as compensation counts toward accumulation .
- Compliance status: As of March 31, 2025, all directors serving three years or more comply with the guidelines .
- Hedging: Policies prohibiting hedging of HMST securities apply to directors .
Governance Assessment
- Identity risk indicator: HMST filings contain no reference to a “Douglas Downer” as an HMST director, suggesting an identity/coverage mismatch; investors should verify the correct name or affiliation before drawing conclusions .
- Board effectiveness signals: Strong independence structure, Lead Independent Director, majority voting with resignation policy, rigorous risk oversight via ERM, and cybersecurity literacy briefings point to sound governance processes .
- Compensation alignment: Fixed cash retainers with committee-role premia; clear ownership guidelines and anti-hedging policy support alignment, though absence of ongoing equity grants in 2024 reduces long-term equity linkage versus historical practice .
- Attendance and engagement: High meeting cadence (23 in 2024) with at least 75% attendance by all directors underscores engagement; regular evaluations and shareholder outreach further support credibility with investors .
RED FLAGS
- Identity mismatch: No director named “Douglas Downer” in HMST proxy filings; any reliance on person-specific governance or compensation details would be unsupported and should be corrected with verified identity data .