Bobby Mehta
About Siddharth (Bobby) Mehta
Independent, non‑executive Chairman of the Board at JLL since July 2020; Director since 2019 (age 66). Former President & CEO of TransUnion (2007–2012) with prior CEO roles at HSBC North America/HSBC Finance and earlier tenure at Boston Consulting Group. Current public directorships at Allstate (since 2014) and Northern Trust (since 2019). Recognized as an “audit committee financial expert” and serves on all three standing committees (Audit & Risk; Compensation; Nominating, Governance & Sustainability) in addition to his Chairman duties .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| TransUnion | President & Chief Executive Officer | 2007–2012 | Led cyber program uplift; expanded global footprint across Asia, Africa, Americas; executed multiple M&A transactions . |
| HSBC North America Holdings; HSBC Finance Corporation | Chief Executive Officer (each entity) | 1998–2007 | Managed complex credit businesses; helped create enterprise risk programs . |
| The Boston Consulting Group | Senior Vice President; led North American Financial Services Practice | Not disclosed | Strategy leadership for financial services clients . |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| The Allstate Corporation | Director | Since 2014 | Public company board; committee roles not disclosed in JLL proxy . |
| Northern Trust Corporation | Director | Since 2019 | Public company board; committee roles not disclosed in JLL proxy . |
| TransUnion | Director (prior) | 2013–2021 | Prior public company board service . |
| Piramal Enterprises Ltd. | Director (prior) | 2013–2020 | Prior public company board service . |
| Field Museum; Chicago Public Education Fund | Non‑profit Director | Not disclosed | Current non‑profit board service . |
Board Governance
- Independence: Independent director; one of 12 independent nominees out of 13 for 2025 .
- Board leadership: Non‑executive Chairman since July 2020; as independent Chair, automatically serves on all Board committees .
- Chairman duties include setting agendas with CEO/GC, presiding over Board/executive sessions, chairing annual meeting, coordinating non‑employee directors, and mentoring the CEO .
- Meetings & attendance (2024): Board held 7 meetings; each director attended at least 80% of Board and relevant committee meetings; eight executive sessions of independent directors .
- Shareholder engagement: Chairman met with shareholders representing ~40% of outstanding shares to discuss governance, compensation, sustainability in 2024 outreach .
| Committee | Mehta’s Role | 2024 Meetings | Committee Attendance (aggregate) | Notable Points |
|---|---|---|---|---|
| Audit & Risk | Member; Audit Committee Financial Expert | 9 | 98% by all members | Oversees financial statements, ERM, cybersecurity; Mehta identified as “audit committee financial expert” . |
| Compensation | Member | 7 | 95% by all members | Oversees GEB compensation, goals, equity plans; no interlocks or insider participation . |
| Nominating, Governance & Sustainability | Member (all non‑employee directors are members) | 4 | 98% by all members | Oversees director nominations, governance, and sustainability/public policy oversight . |
Fixed Compensation (Non‑Employee Director – 2024)
| Component | Amount/Rate | Notes |
|---|---|---|
| Annual cash retainer (Director) | $115,000 annual rate (was $100,000 prior to June 1, 2024) | Structure increased by $15,000 effective June 1, 2024 . |
| Chairman of the Board – additional cash retainer | $60,000 | Determined by Compensation Committee in executive session; unchanged other than general increase effect . |
| Committee retainers (member) | Audit & Risk: $10,000; Compensation: $10,000; NGS: $5,000 | Paid annually in Q3 . |
| Meeting fees | None | No perquisites to Board members; travel reimbursed . |
| Cash actually earned (2024) | $193,750 | Reflects partial‑year rate change and role/committee retainers . |
Performance Compensation (Non‑Employee Director – 2024)
| Component | Grant Value | Vehicle/Terms | Timing/Deferral |
|---|---|---|---|
| Annual director equity grant | $200,000 | JLL common stock; equity‑heavy mix aligns with shareholders | Granted annually after annual meeting . |
| Chairman of the Board – additional equity | $110,000 | JLL common stock | Granted annually after annual meeting . |
| Total stock awards actually granted (2024) | $310,000 | Common stock (no options) | Directors may elect to defer cash/stock via Deferred Compensation Plan; U.S. directors may defer up to 100% of retainers/stock/RSUs upon vest . |
Director equity is time‑based common stock; no performance metric overlay for non‑employee directors (performance metrics apply to executives, not directors) –.
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public boards | Allstate (since 2014); Northern Trust (since 2019) . |
| Prior public boards (last 5 yrs) | TransUnion (2013–2021); Piramal Enterprises Ltd. (2013–2020) . |
| Compensation Committee interlocks | None; no insider participation on Compensation Committee . |
| Over‑boarding policy | Company states Directors are not “over‑boarded” . |
| Related‑party independence review | Board concluded no director had a material relationship affecting independence after reviewing transactions/relationships; all committee members independent . |
Expertise & Qualifications
- Finance/Accounting; managed complex accounting/finance issues as CEO; audit committee service across companies .
- Cybersecurity/Data Governance; led major uplift of cyber program at TransUnion; oversight on cyber across board roles .
- Global business leadership; expanded TransUnion internationally; prior global roles at public companies .
- Risk management; 15+ years managing complex credit businesses and ERM programs .
- M&A execution; leadership of numerous domestic and cross‑border transactions .
- Technology/Data/AI; led tech transformations using data/analytics to build competitive advantage .
- Human capital leadership; global talent management as CEO .
- Audit expertise: designated “audit committee financial expert” on JLL Audit & Risk Committee .
Equity Ownership
| Holder | Shares Directly Owned | RSUs | Total Shares Counted | Value at 3/31/2025 (Close $247.91) | Ownership Guidelines | Compliance |
|---|---|---|---|---|---|---|
| Siddharth (Bobby) Mehta | 8,984 | 0 | 8,984 | $2,227,223 | Directors must hold ≥$575,000 within 5 years; includes unvested RSUs/elected stock/deferred shares in calculation . | As of 3/31/2025, all non‑employee directors with ≥5 years’ service exceed the requirement . |
Policy notes:
- Insider trading policy prohibits pledging/margining JLL shares; prohibits short sales and derivative transactions; hedging strongly discouraged and requires pre‑clearance justification .
- Directors must pre‑clear trades and avoid blackout periods (unless under approved 10b5‑1 plans) .
Governance Assessment
Strengths
- Independent, experienced Chair with deep financial, risk, cyber and global operating expertise; designated audit committee financial expert, enhancing oversight credibility .
- Robust engagement: Chair personally met shareholders representing ~40% of shares in 2024 to discuss governance/comp/sustainability, a positive signal for responsiveness .
- Strong independence and risk controls: prohibition on pledging/hedging, no director meeting fees/perqs, stock‑heavy director pay mix (~63% base Board comp in stock), director pay cap ($750k/year) .
- Committee integrity: all members independent; no Compensation Committee interlocks or insider participation .
- Attendance: Board‑wide ≥80% attendance; frequent executive sessions (8) bolster independent oversight .
Watch items / potential conflicts
- External public boards (Allstate, Northern Trust) create typical time‑commitment considerations; company asserts directors are not over‑boarded; independence review found no material relationships and all committees are independent .
- As Chair, Mehta receives additional cash and equity; however, mix skews toward equity (2024: $310k equity of $504k total), aligning interests; compensation aligned to peer medians and subject to a formal annual cap .
Compensation structure implications for alignment
- 2024 Mehta pay: $193,750 cash; $310,000 stock; total $503,750; equity ≈61.6% of total—consistent with stated emphasis on stock for directors and Chair .
- Ownership: 8,984 shares valued ~$2.23m at 3/31/25; exceeds $575k guideline, reinforcing “skin‑in‑the‑game” .
Say‑on‑Pay context (company‑wide)
- 2024 say‑on‑pay approval ~90%, indicating broad shareholder support for compensation governance; useful backdrop for Chair’s oversight of compensation .
Related‑party transactions and red flags
- Policy requires Committee approval of related‑party transactions >$120k; Board’s 2025 independence review concluded no material relationships impacting director independence .
- No perquisites to directors; no tax gross‑ups; robust clawback policy for executive incentive comp (company‑wide control environment) .
Overall assessment: Mehta’s profile (former CEO, financial/risk/cyber expertise), committee breadth, equity‑heavy compensation and active investor engagement support board effectiveness and investor confidence; no specific conflicts or red flags are disclosed in the proxy .