Deborah H. McAneny
About Deborah H. McAneny
Independent director of KKR Real Estate Finance Trust Inc. (KREF) since May 2017; currently serves as Lead Independent Director (since 2019) and Audit Committee Chair, with deep real estate finance, investment, and audit oversight experience . Former Chief Operating Officer of Benchmark Senior Living (2007–2009), and former Executive Vice President at John Hancock Financial Services overseeing real estate and other alternative/structured investments; began career as a senior auditor at Arthur Andersen . Age 65; B.S. in Business Management from the University of Vermont . The Board has affirmatively determined she is independent under NYSE standards and an “audit committee financial expert” .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Benchmark Senior Living, LLC | Chief Operating Officer | 2007–2009 | Operations leadership for an owner/operator of senior living facilities . |
| John Hancock Financial Services | Executive Vice President; led real estate, structured fixed income, timber, agriculture businesses | 1985–(post-2005) | Senior P&L oversight across alternative investments . |
| Arthur Andersen & Co. | Senior Auditor | Pre-1985 | Audit background; financial reporting and controls experience . |
| CRE Finance Council (formerly CMSA) | President | — | Industry leadership in commercial mortgage/CRE finance . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Jones Lang LaSalle (NYSE: JLL) | Director | Current | Chair, Compensation Committee; Member, Nominating & Corporate Governance . |
| RREEF Property Trust, Inc. (public non-traded REIT) | Director | Current | Audit Committee member . |
| First Eagle Alternative Capital BDC, Inc. (Nasdaq: FCRD) | Director | 2015–Mar 2023 | Audit Committee Chair . |
| HFF, Inc. (NYSE: HF) | Lead Independent Director | 2007–2019 | Independent leadership at a leading CRE capital markets firm . |
| KKR Financial Holdings LLC (NYSE: KFN) | Director | 2005–2014 | Chair, Compensation; Member, Affiliated Transaction and Nominating & Corporate Governance . |
| University of Vermont Foundation | Chair of the Board | Current | Non-profit governance leadership . |
Board Governance
- Roles at KREF: Lead Independent Director; Audit Committee Chair; Member, Nominating & Corporate Governance; Member, Affiliate Transaction Committee .
- Independence: Board determined she is independent under NYSE standards; also independent for Audit Committee and qualifies as an “audit committee financial expert” .
- Attendance and engagement: In 2024, the Board met 8 times; Audit 5; Compensation 2; Nominating & Corporate Governance 1; Affiliate Transaction 1. Each director attended the annual meeting and at least 75% of aggregate Board and committee meetings (meets investor expectations) .
- Executive sessions: As Lead Independent Director, she presides over independent director sessions and facilitates communication with management .
Fixed Compensation (Non‑Employee Director; FY2024)
| Component | Amount (USD) |
|---|---|
| Annual cash retainer | $95,000 |
| Lead Independent Director fee | $30,000 |
| Audit Committee Chair fee | $20,000 |
| Nominating & Corporate Governance Committee member fee | $5,000 |
| Affiliate Transaction Committee member fee | $5,000 |
| Total Cash Fees (reported) | $155,000 |
- Stock ownership policy: Non-employee directors must hold shares equal to 3x annual cash retainer within 5 years; all are in compliance (supports alignment) .
Performance Compensation (Director Equity; FY2024)
| Grant Date | Award Type | Units | Grant‑Date Fair Value | Vesting | Notes |
|---|---|---|---|---|---|
| Apr 19, 2024 | RSUs | 11,270 | $110,000 | Vests in full on first anniversary | Dividend equivalents accrue; McAneny elected to defer vesting shares into DSUs under the Deferral Plan . |
- Standard annual director equity award is $110,000 in RSUs, generally vesting one year from grant .
- Deferral: Directors may elect to defer RSU settlement into DSUs under the Directors & Officers Deferral Plan; McAneny elected deferral for her 2024 RSUs .
Other Directorships & Interlocks
- Current public boards: JLL (Comp Chair; NCG member) .
- Prior public boards include KKR Financial Holdings LLC (affiliated with KKR, KREF’s external manager), First Eagle Alternative Capital BDC, and HFF, Inc. (lead independent) .
- Context on potential interlocks/conflicts: KKR affiliates own ~14.6% of KREF; KREF operates with an Affiliate Transaction Committee (of which McAneny is a member) to review KKR-related conflicts and related-party matters .
- No related-person transactions were disclosed involving Ms. McAneny in the proxy’s related-person transactions section; affiliate oversight is conducted by the Affiliate Transaction Committee .
Expertise & Qualifications
- Real estate and finance leadership: Former EVP at John Hancock overseeing real estate and alternative investments; former COO at a senior living operator .
- Audit and financial oversight: Audit Committee Chair; designated audit committee financial expert .
- Governance leadership: Lead Independent Director at KREF; substantial public company board service and committee leadership across compensation, audit, and governance .
- Industry engagement: Former President of CRE Finance Council .
Equity Ownership
| Item | Amount |
|---|---|
| Beneficial ownership of KREF common stock (as of Mar 3, 2025) | 51,021 shares |
| Unvested director RSUs outstanding (as of Dec 31, 2024) | 11,270 RSUs (FY2024 grant) |
| Shares outstanding (record date for 2025 meeting) | 68,713,596 |
| Ownership as % of shares outstanding (beneficial shares only) | ~0.074% (51,021 ÷ 68,713,596; calc. from cited figures) |
| Compliance with director ownership guideline | All non-employee directors in compliance (≥3x cash retainer within 5 years) |
- Hedging/derivatives policy: Directors are prohibited from short sales, margin purchases, and derivative hedging on KREF securities, reinforcing long-term alignment .
Governance Assessment
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Strengths supporting investor confidence:
- Independent Lead Director since 2019 with authority to preside at executive sessions and coordinate independent director activities .
- Audit Committee Chair and audit committee financial expert; Board determined independence under NYSE standards .
- Strong engagement: Directors, including McAneny, attended the annual meeting and at least 75% of meetings in 2024 .
- Pay alignment: Director comp split between cash retainers linked to responsibility (Lead Director, Audit Chair) and annual RSUs; stock ownership policy compliant; anti-hedging policy in place .
- Oversight of conflicts: Serves on Affiliate Transaction Committee responsible for KKR-related conflicts and management oversight .
- Clawback policy adopted in 2023 (NYSE Rule 10D-1 compliant) ; say-on-pay received ~97% support at 2024 meeting, signaling positive shareholder sentiment on pay practices .
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Watch items:
- Structural external management and significant KKR affiliation (KKR affiliates own ~14.6%); reliance on Affiliate Transaction Committee rigor remains critical for conflict mitigation .
- Multiple external board roles can broaden perspective, but continued monitoring of time commitments and potential information interlocks (e.g., real estate ecosystem) is prudent; no related-person transactions disclosed involving McAneny in the proxy .
Overall: McAneny combines deep CRE finance, operating, and audit expertise with strong independent leadership (Lead Director; Audit Chair), clear independence determinations, and robust attendance, supporting board effectiveness and investor confidence at KREF .