Mary Hogan Preusse
About Mary Hogan Preusse
Independent director at Kimco Realty since February 2017; age 56. Currently Lead Independent Director, Chair of the Nominating & Corporate Governance Committee, and member of the Executive Compensation Committee. Background spans over 30 years in REIT investing and governance: former Managing Director and co-head of Americas Real Estate at APG Asset Management US (2008–2017), preceded by eight years as a sell-side REIT analyst and earlier investment banking at Merrill Lynch; A.B. in Mathematics from Bowdoin College and trustee since 2012; recipient of Nareit’s E. Lawrence Miller Industry Achievement Award (2015).
Past Roles
| Organization | Role | Tenure | Notes/Impact |
|---|---|---|---|
| APG Asset Management US Inc. | Managing Director, co-head of Americas Real Estate; Executive Board member | Jan 2008–May 2017 | Managed all APG public real estate investments in the Americas; approx. $13B AUM at departure; extensive governance and compensation engagement with REIT managements. |
| APG predecessor | Senior portfolio analyst and portfolio manager | From 2000 | Led REIT underwriting and financial statement analysis; frequent industry panelist/speaker. |
| Sell-side research | REIT equity research analyst | 8 years prior to APG | Covered REIT sector; developed deep public markets expertise. |
| Merrill Lynch | Investment banking analyst | Early career | Foundation in capital markets and transactions. |
External Roles
| Organization | Role | Tenure/Status | Committees/Notes |
|---|---|---|---|
| Digital Realty Trust, Inc. | Director | Current | Data center REIT board service. |
| Host Hotels & Resorts, Inc. | Director | Current | Lodging REIT board service. |
| Realty Income Corporation | Director | Current | Net lease REIT; also in KIM’s compensation peer group. |
| Fifth Wall Ventures Mgmt. LLC | Senior Adviser | Current | Real estate tech venture adviser. |
| Nareit Investment Advisory Council | Advisory Board of Governors | Current | Industry governance and strategy advisory. |
| Johns Hopkins Carey Business School | Real Estate & Infrastructure Advisory Board | Current | Academic advisory role. |
| Bowdoin College | Trustee | Since 2012 | Governance role at alma mater. |
Board Governance
- Independence: Affirmatively determined independent under NYSE and KIM categorical standards.
- Attendance: 100% Board and applicable committee meetings in 2024; attended 2024 annual meeting.
- Executive sessions: Non-management directors met in executive session at all regular Board and committee meetings in 2024.
- Board leadership transition: Independent Chairman (Richard Saltzman) to assume role at conclusion of 2025 annual meeting; Lead Independent Director role to be discontinued thereafter.
| Body | Role | Meetings in 2024 | Attendance |
|---|---|---|---|
| Board of Directors | Lead Independent Director | 6 | 100% |
| Nominating & Corporate Governance Committee | Chair | 5 | 100% |
| Executive Compensation Committee | Member | 5 | 100% |
Fixed Compensation
- Program structure (non-employee directors): Annual cash retainer $60,000; Lead Independent Director retainer $50,000; committee retainers—Audit member $20,000, Executive Compensation member $10,000, Nominating & Corporate Governance member $6,000; committee chair retainers—Audit $45,000, Executive Compensation $35,000, Nominating & Corporate Governance $25,000; equity grant approx. $175,000; equity vests 20% annually over 5 years; since 2024, directors may elect LTIP Units in lieu of restricted stock with similar vesting.
| Component (2024) | Amount |
|---|---|
| Fees earned or paid in cash (Mary Hogan Preusse) | $165,000 |
| Stock awards (grant date fair value) | $175,035 |
| Total | $340,035 |
- Vesting terms: Restricted stock awards vest in 20% increments over five years; LTIP Units available as an alternative to restricted stock with similar vesting economics.
Performance Compensation
| Item | Detail |
|---|---|
| Performance-linked metrics for director pay | None disclosed; director equity is time-based (restricted stock or LTIP Units), not performance-conditioned. |
| Equity plan mechanics | 2025 Equity Participation Plan permits RSUs, performance awards, LTIP Units; dividend equivalents on performance awards only payable if awards vest; directors typically receive restricted stock or LTIP Units. |
Other Directorships & Interlocks
- Public boards: Digital Realty, Host Hotels & Resorts, Realty Income (three other public boards; within KIM’s limit of up to four other boards).
- Potential interlocks: Realty Income appears in KIM’s compensation peer group, creating oversight sensitivity; Executive Compensation Committee uses independent consultant (Pay Governance) with no other services to KIM.
Expertise & Qualifications
- REIT industry expertise: 30+ years of REIT financial analysis and underwriting; managed ~$13B in public real estate AUM at APG; frequent industry speaker.
- Governance and compensation experience: Extensive interactions with public REIT boards and management teams on governance and compensation; recognized by Nareit for industry achievement.
- Education: A.B. Mathematics, Bowdoin College; trustee since 2012.
Equity Ownership
| Measure | Value | Notes |
|---|---|---|
| Total beneficial ownership | 65,158 shares | Less than 1% of class. |
| Components (per footnote) | Includes 9,782 restricted shares and 1,798 booked-up vested LTIP Units convertible into OP Units within 60 days | SEC beneficial ownership counting of convertible interests. |
| Ownership guideline | 5x annual retainer for non-employee directors; all directors except Ms. Lashine currently compliant | Ms. Hogan Preusse in compliance. |
| Hedging/pledging | Prohibited for directors; stock retention until guideline met | Alignment-positive policy. |
Governance Assessment
- Strengths
- Lead Independent Director and Chair of Nominating & Corporate Governance Committee; central to board oversight, board refreshment, and Corporate Responsibility governance.
- Independence affirmed; 100% meeting attendance; consistent executive sessions enhance oversight quality.
- Strong alignment: equity ownership guideline compliance; hedging and pledging prohibited; director stock retention requirement until guideline met.
- Compensation oversight quality: independent consultant (Pay Governance) retained solely for comp matters; Committee administers clawback policy; robust risk checks on incentives.
- Shareholder support context: 2024 Say-on-Pay approved with ~96% of votes cast, indicating broad support for pay practices.
- Watch items
- Workload/overboarding monitoring: holds three other public company directorships; within KIM’s limit (≤4), but time commitment warrants periodic review.
- Interlock sensitivity: director at Realty Income, which is in KIM’s pay benchmarking peer group—monitor peer selection and pay outcomes for potential bias; mitigated by independent consultant use.
- Leadership transition: With independent Chairman appointment at 2025 annual meeting, Lead Independent Director role ends; assess continuity of Mary’s influence via committee leadership.
- Conflicts/related-party exposure
- No related-party transactions disclosed for Ms. Hogan Preusse; company-level related-party transactions involve Cooper family and Ripco; none attribute to Ms. Hogan Preusse.