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Thomas Murphy Jr.

Director at ST JOEST JOE
Board

About Thomas P. Murphy, Jr.

Independent director at The St. Joe Company since 2011; age 76. Founder, Chairman, and CEO of Coastal Construction Group, one of Florida’s leading general contractors. Board biography highlights entrepreneurial construction credentials and prior public board experience; Board determined he is independent under NYSE standards. Attendance was 100% for Board and committee meetings in 2024; he is a member of the Audit, Compensation & Human Capital (CHC), and Governance Committees, but not a chair .

Past Roles

OrganizationRoleTenureCommittees/Impact
Coastal Construction GroupFounder, Chairman & CEONot disclosedBuilt one of Florida’s leading general contractors with >$5B in active projects
Interval Leisure Group (public company)Director2008–2018Company later acquired by Marriott Vacations Worldwide; adds hospitality sector experience
Baptist Health Systems of South FloridaHonorary Board MemberNot disclosedCommunity/healthcare governance exposure

External Roles

OrganizationRoleTenureCommittees/Impact
Construction Industry Round TableMemberNot disclosedIndustry network and construction policy exposure
National Association of Home BuildersMemberNot disclosedHomebuilding industry network
Florida Home Builders AssociationMemberNot disclosedFlorida market expertise

Board Governance

  • Independence: Board annually reviews independence; Murphy classified as independent alongside Alvarez and Frank under NYSE standards .
  • Committee assignments: Member, Audit; Member, CHC; Member, Governance. Chairs across all three committees are held by Lead Independent Director Howard S. Frank, not Murphy .
  • Attendance & engagement: 100% attendance for Board (5 meetings) and committees during 2024; non-management directors meet in regular executive sessions; Frank presides post-October 2024 .
  • Lead Independent Director: Howard S. Frank (since 2024), Audit Committee financial expert; presides over executive sessions .
  • Committee activity levels (2024): Audit (4 meetings), CHC (2), Governance (3) .
  • CHC oversight outcomes: 98% Say-on-Pay support in 2024 considered by CHC, supporting stability in pay philosophy; CHC members (Frank, Alvarez, Murphy) issued the CD&A report .

Fixed Compensation

ComponentAmountNotes
Annual retainer (non-employee director)$125,000Paid quarterly in cash; no meeting fees; no annual stock grants to non-employee directors
Chair add-ons (not applicable to Murphy)$25,000 eachChair add-ons for Board, Governance, CHC, Audit; Frank received chair fees
2024 paid to Murphy$125,000Fees earned in cash; no “All Other Compensation”
Expense reimbursementAs incurredTravel and approved seminar reimbursement; not recorded for Murphy in 2024 table
Charitable matching programUp to $5,000Matching to charities where director serves as officer/trustee

Performance Compensation

  • Equity grants: Company does not award annual stock grants to non-employee directors; Murphy received no equity grants as a director in 2024 .
  • Incentive compensation: None for directors; clawback policy applies to incentive-based compensation broadly to comply with NYSE/SEC rules .
  • Anti-hedging: Directors are prohibited from hedging/monetization transactions (e.g., collars, forwards) per policy; no explicit pledging restrictions disclosed in proxy .

Other Directorships & Interlocks

CompanyPublic/PrivateRoleDatesInterlocks/Notes
Interval Leisure GroupPublicDirector2008–2018Hospitality experience; later acquired by Marriott Vacations Worldwide
Baptist Health Systems of South FloridaNon-profitHonorary Board MemberNot disclosedCommunity healthcare involvement
  • CHC interlocks: Proxy states no compensation committee interlocks or insider participation among CHC members in 2024 .

Expertise & Qualifications

  • Core credentials: Entrepreneurial builder with extensive Florida construction and development expertise; prior public company board service .
  • Skills matrix: Marks for Leadership; Homebuilding & Development per Board’s attributes disclosure .
  • Financial oversight: Serves on Audit Committee; Board determined Audit members (including Murphy) meet NYSE/SEC independence and are financially literate .

Equity Ownership

HolderShares Beneficially Owned% of Class
Thomas P. Murphy, Jr.34,116* (<1%)
  • Basis: Percent based on 58,222,315 outstanding shares as of March 19, 2025; “*” denotes less than 1% .
  • Ownership guidelines: Company references Stock Ownership Guidelines; vesting/transfer restrictions for equity awards generally cite these guidelines, but specific director multiples not disclosed in the proxy .
  • Hedging/pledging: Anti-hedging policy in place; no explicit pledging disclosure for Murphy found in proxy .

Governance Assessment

  • Strengths

    • Independent, long-tenured director with 100% attendance and broad committee participation (Audit, CHC, Governance), indicating active oversight .
    • CHC member with strong shareholder support (98% Say-on-Pay in 2024), suggesting alignment with investor expectations on executive pay governance .
    • Personal share ownership (34,116 shares) provides some alignment given the absence of director equity grants; anti-hedging policy supports alignment .
  • Watch items / potential conflicts

    • CEO of Coastal Construction Group operating in JOE’s core geography and sector; while no related-party transactions involving Murphy are disclosed in 2024/2025 proxy, sector overlap warrants ongoing monitoring for contracting relationships or approvals involving entities linked to him. Governance Committee must pre-approve any related-person transactions; directors must recuse on conflicts .
    • Director compensation is entirely cash-based with no equity grants, which may reduce formal ownership alignment mechanisms versus peers; alignment currently depends on individual shareholdings and any company-specific ownership guidelines (details not disclosed) .
    • Committee chairs consolidated under one Lead Independent Director (Frank), which centralizes oversight; Murphy’s role is member-only across committees, not chair, affecting direct influence on agenda-setting .
  • RED FLAGS

    • None disclosed specific to Murphy in related-party transactions, legal proceedings, hedging/pledging, or attendance. Fairholme’s significant ownership and prior Chair role are broader governance context, not Murphy-specific .