MaryAnne Gilmartin
About MaryAnne Gilmartin
MaryAnne Gilmartin is an independent director of Jefferies Financial Group, serving since 2018. She is 60 years old, holds a B.A. in Political Science (summa cum laude, Phi Beta Kappa) and an M.P.A. from Fordham University, and is the Founder and CEO of MAG Partners LP, a real estate development firm established in 2018. Her core credentials include audit and financial expertise, corporate strategy, governance, ethics and social responsibility oversight, financial services experience, executive leadership, and risk oversight; she previously served as interim CEO and Chair of Veris Residential, Inc. (Mack-Cali) in 2020–2021 and was CEO/President of Forest City Ratner Companies from 2013–2018. She has maintained board-level oversight of Jefferies Group since 2014 through its merger into Jefferies in 2022, enhancing continuity of financial services supervision.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Veris Residential, Inc. (formerly Mack-Cali Realty Corporation) | Interim CEO and Chair; Director | Interim CEO/Chair 2020–2021; Director Jun 2019–Jun 2021 | Led transition; governance and operational leadership during interim period |
| Forest City Ratner Companies | Chief Executive Officer & President | Apr 17, 2013–Jan 2018 | Oversaw major NYC developments (Barclays Center; Pacific Park; NYT Building; New York by Gehry; Tata Innovation Center) |
| Jefferies Group (predecessor entity) | Director | Mar 2014–Nov 2022 (merger into Jefferies) | Continued oversight of financial services businesses post-merger |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| MAG Partners LP | Founder & CEO | 2018–Present | NYC development pipeline (~$1bn) including RUBY at 243 W 28th; projects at 335 Eighth Ave, 300 East 50th St, and 122 Varick; leading Baltimore Peninsula (235-acre masterplan) with Sagamore Ventures, GSAM, MacFarlane Partners |
| Downtown Brooklyn Partnership | Chair Emeritus | Not disclosed | Civic leadership |
| Brooklyn Academy of Music | Executive Committee Member | Not disclosed | Cultural governance |
| New York Public Radio | Board of Trustees Member | Not disclosed | Non-profit media governance |
| Real Estate Board of New York (REBNY) | Executive Committee & Board of Governors | Not disclosed | Industry leadership |
| Columbia University | Industry Advisory Board (MS Real Estate Development); Real Estate Advisory Board (Center for AI in Business Analytics & FinTech) | Not disclosed | Academic advisory roles |
Board Governance
- Independence and tenure: Independent director since 2018; currently chairs the ESG/DEI Committee and serves on Compensation, Nominating & Corporate Governance, and Risk & Liquidity Oversight Committees.
- Committee leadership: Chair, ESG/DEI Committee (three meetings in fiscal 2024; oversight of sustainability, CSR, DEI, human capital and ESG reporting).
- Committee engagement: Compensation Committee (four meetings in fiscal 2024; co-chairs appointed Jan 8, 2025; members include Gilmartin); Nominating & Corporate Governance (two meetings in fiscal 2024); Risk & Liquidity Oversight (four meetings in fiscal 2024).
- Attendance and engagement: All director nominees then serving at the 2024 Annual Meeting attended at least 75% of Board and committee meetings; all Board members attended the 2024 shareholder meeting. The Board held eight meetings in fiscal 2024.
- Governance practices: Majority voting with resignation policy, clawback policy compliant with NYSE rules, prohibition on hedging, proxy access, annual Board and committee self-evaluations, increased director stock ownership guidelines to 5x cash retainer.
Fixed Compensation
| Component | Fiscal 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer | $125,000 | Standard non-employee director retainer |
| Committee chair fees | $10,000 | ESG/DEI Committee chair fee (other chair fees: Audit $40k; Lead Independent Director $40k; Compensation $30k) |
| Total cash fees | $135,000 | MaryAnne Gilmartin fiscal 2024 cash compensation |
Performance Compensation
| Equity Award | Grant Size | Grant Value (GAAP) | Vesting | Unvested as of 11/30/2024 | Notes |
|---|---|---|---|---|---|
| Restricted stock or deferred shares | 4,648 shares | $205,000 | Vests one-third per year; non-forfeitable upon death, disability, or retirement at/after age 65 | 11,025 shares | Single annual grant to independent directors elected at 2024 Annual Meeting; grant-date fair value per GAAP using closing price |
No performance metrics apply to non-employee director equity awards; grants are time-based and structured to align director interests with shareholders.
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None listed for MaryAnne Gilmartin in the director nominees matrix. |
| Prior public company boards | Veris Residential, Inc. (formerly Mack-Cali Realty Corporation): Director (Jun 2019–Jun 2021); Interim CEO and Chair (2020–2021). |
| Interlocks/potential conflicts | None disclosed involving Ms. Gilmartin; Audit Committee oversees related-person transactions. |
Expertise & Qualifications
- Audit & financial expertise; corporate strategy and business development; corporate governance; ethics/social responsibility oversight; financial services; executive leadership and management; risk oversight (as listed in Board skills matrix and biography).
Equity Ownership
| Holder | Beneficial Ownership (Shares) | Percent of Class | Notes |
|---|---|---|---|
| MaryAnne Gilmartin | 47,785 | <0.1% | Includes 11,025 restricted shares; record date Jan 27, 2025; outstanding shares 206,148,097. No pledging noted for Ms. Gilmartin in footnotes. |
- Director stock ownership guidelines: Each director must, within five years of joining, hold equity equal to five times the annual cash retainer (currently at least $625,000 of JEF shares). All directors with at least five years on the Board have met or exceeded the guideline; Ms. Gilmartin has served since 2018.
Governance Assessment
- Board effectiveness: Ms. Gilmartin brings substantive operating and development experience, chairs ESG/DEI with defined oversight of sustainability and human capital, and is active on Compensation, NCG, and Risk/Liquidity committees—supporting comprehensive governance coverage.
- Independence & alignment: Independent status, attendance at least at the 75% threshold, anti-hedging policy, and robust stock ownership guideline compliance strengthen alignment with shareholders.
- Compensation mix: Director pay is balanced—fixed cash ($135k) plus equity ($205k, time-based vesting) without performance metrics, consistent with market practice and intended to align interests rather than incentivize risk-taking.
- Conflicts/related-party exposure: Proxy discloses related-party review structures and specific transactions for other executives; no related-party transactions or pledging flagged for Ms. Gilmartin, mitigating conflict risk.
- Shareholder sentiment signal: 2025 re-election support for Ms. Gilmartin (“For” votes 164,259,027; “Against” 5,924,967; “Abstain” 334,678; broker non-votes 17,533,526) and say-on-pay approval (151,280,646 For; 18,763,147 Against; 474,879 Abstain) indicate favorable investor confidence in governance and compensation oversight.
Say-on-Pay & Shareholder Feedback
| Item | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| 2025 Advisory vote on executive compensation | 151,280,646 | 18,763,147 | 474,879 | 17,533,526 |
Director Election – 2025 Voting Detail (Signal)
| Director | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| MaryAnne Gilmartin | 164,259,027 | 5,924,967 | 334,678 | 17,533,526 |
Committee Map (Fiscal 2024)
| Committee | Chair | Meetings | Members |
|---|---|---|---|
| ESG/DEI | MaryAnne Gilmartin | 3 | Adamany, Ellis Kirk, Gilmartin, Jones, Katz |
| Compensation | Beyer; Weiler (Co-Chairs effective Jan 8, 2025) | 4 | Beyer, Gilmartin, O’Kane, Weiler |
| Nominating & Corporate Governance | Linda L. Adamany | 2 | Adamany, Ellis Kirk, Gilmartin, Jones, O’Kane |
| Risk & Liquidity Oversight | Thomas W. Jones | 4 | Beyer, Ellis Kirk, Gilmartin, Jones, Katz, Weiler |
| Board of Directors | Chair: Joseph S. Steinberg; Lead Independent Director: Linda L. Adamany | 8 | Full Board; all nominees ≥75% attendance; all directors attended 2024 shareholder meeting |
RED FLAGS (screened)
- Hedging/pledging: Hedging prohibited; pledging not indicated for Ms. Gilmartin in ownership footnotes.
- Related-party transactions: Audit Committee reviews and approves; none disclosed for Ms. Gilmartin.
- Attendance issues: None noted; all nominees met ≥75% threshold and attended shareholder meeting.
- Compensation anomalies: No meeting fees; cash plus time-based equity consistent with policy; no performance-based or discretionary components disclosed for directors.