Jose Barra
KB HOMEAbout Jose M. Barra
Jose M. Barra, age 55, has served as an independent director of KB Home since 2023. He brings 30+ years of retail, healthcare, and consulting leadership, including senior P&L roles at The Home Depot (SVP Merchandising Décor through October 2024; SVP Merchandising Services), Optum/UnitedHealth Group (EVP; CEO Consumer Solutions Group), and Target Corporation (EVP Merchandising), with earlier experience at McKinsey and within Ecuador’s largest retail conglomerate . He is currently nominated for re-election under KB Home’s majority voting standard .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Home Depot, Inc. | SVP, Merchandising Décor | 2018–Oct 2024 | Led key categories (flooring, paint, kitchen, bath, appliances, lighting, window coverings) |
| The Home Depot, Inc. | SVP, Merchandising Services | 2017–2018 | Led 26,000+ associates; in-store environment and merchandising execution |
| Optum, UnitedHealth Group | EVP; CEO, Consumer Solutions Group | 2015–2017 | Diversified health subsidiary leadership |
| Target Corporation | EVP, Merchandising (Essentials & Hardlines) | 2014–2015 | Oversaw 10 divisions generating >60% of revenue |
| McKinsey & Company | Consultant | Earlier career | Strategy expertise |
| Ecuador retail conglomerate | Managing Director (Real Estate & New Business Development) | Earlier career | Growth initiatives |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| The Home Depot Foundation | Board Member | 2022–2024 | Philanthropic governance experience |
| Public Company Directorships | KB Home | 2023–present | No other current public company boards listed |
Board Governance
- Committee memberships: Audit and Compliance Committee (member); Management Development & Compensation Committee (member) .
- Committee chairs: Audit—Dr. Thomas W. Gilligan; Compensation—Jodeen A. Kozlak; Nominating—James C. Weaver .
- Independence: All directors except the CEO are independent; Board affirmed Mr. Barra’s independence despite KB Home’s standard-price purchases at The Home Depot totaling < $1.0 million in fiscal 2024, both before and after his departure in Oct 2024 .
- Attendance and engagement: In 2024, the Board held 4 meetings; Audit 6; Compensation 5; Nominating 4. Each incumbent director standing for election attended ≥75% of total Board and committee meetings; directors are expected to attend the annual meeting, and those elected at the 2024 annual meeting did so .
- Governance practices: Majority voting with resignation policy for failed elections; executive sessions of non-employee directors at each regularly scheduled Board meeting; director retirement at first annual meeting after age 75; overboarding limits; annual self-evaluations .
Fixed Compensation
| Fiscal Year | Cash Retainer ($) | All Other ($) | Total Cash ($) | Equity Grant Date | Stock Awards ($) | Total ($) |
|---|---|---|---|---|---|---|
| 2024 | 100,000 | 1,500 | 101,500 | Apr 18, 2024 | 185,000 | 286,500 |
- Structure: Fees generally represent cash retainers per director election; “All Other” reflects additional meeting fees for Board/Compensation/Nominating during the 2023–2024 Director Year .
- Equity issuance practice: Grant-date fair value equals closing price on grant date; awards are shares or stock units based on director elections .
Performance Compensation
| Element | Exists? | Metrics/Terms |
|---|---|---|
| Stock Options | No—KB Home has not granted stock options to directors/employees since 2016 | |
| Performance Stock/PSUs | Not disclosed for non-employee directors; director equity consists of shares or stock units by election | |
| Clawback | Company adopted updated incentive-based recovery policy in 2023 (executive-focused; directors not targeted) | |
| Hedging/Pledging | Prohibited for employees and non-employee directors; no margin or pledging permitted |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | KB Home only |
| Notable relationships | KB Home purchases at The Home Depot retail stores in fiscal 2024 totaled < $1.0 million at standard prices; Board determined Mr. Barra’s independence was not impaired (he left Home Depot in Oct 2024) |
| Related party transactions | During 2024, no related party transactions involving outside directors; Nominating Committee approves/oversees per charter thresholds and criteria |
Expertise & Qualifications
- Retail/consumer operating leadership with significant P&L accountability; deep category experience in home design and décor relevant to KB Home’s customer experience and Southeast US presence .
- Committee oversight exposure: Audit (financial reporting, ERM, cybersecurity, ICFR), Compensation (executive/director pay, succession, human capital) .
- Compensation committee process and independence: FWC retained directly by the committee; determined independent; no conflicted services in 2024 .
Equity Ownership
| As-of Date | Total Beneficial Ownership (Shares) | Stock Options (Exercisable within 60 days) | Notes |
|---|---|---|---|
| Feb 24, 2025 | 6,987 | — | Directors subject to ownership requirement: ≥5x Board retainer (currently $500,000) by 5th anniversary; all directors are in compliance . Hedging/pledging prohibited . |
Director Equity Grants (2024)
| Grant Date | Type | Shares Granted |
|---|---|---|
| Apr 18, 2024 | Common Stock | 3,061 |
Governance Assessment
- Strengths: Clear independence determination despite commercial overlap with former employer; robust committee structure; majority voting with resignation policy; prohibition on hedging/pledging; Audit Committee with multiple SEC “financial experts” and strong ERM/cyber oversight; independent compensation consultant (FWC) with conflict safeguards .
- Alignment: Director compensation balanced toward equity (approx. 65% equity based on $185k of $286.5k total), reinforcing shareholder alignment; ownership guideline compliance and no options granted since 2016 reduce pay-risk asymmetry .
- Attendance/engagement: Board and committee meeting cadence and ≥75% attendance threshold indicate baseline engagement; presence on both Audit and Compensation enhances cross-functional oversight .
- Potential conflicts: Home Depot transactional linkage flagged and reviewed; independence affirmed given standard pricing, sub-$1.0 million volume, and cessation of employment in Oct 2024. No related party transactions involving outside directors in 2024, mitigating conflict risk .
- RED FLAGS: None evident in disclosed materials—no pledging/hedging, no option repricing, no director-related related-party transactions, and independent consultant confirmation .