David R. O’Reilly
About David R. O’Reilly
David R. O’Reilly, age 50, has served as an independent trustee of Kite Realty Group Trust (KRG) since 2013. He is currently Chief Executive Officer and a Director of Howard Hughes Holdings Inc. (HHH), and previously served as HHH’s President and Chief Financial Officer; he holds a B.S. in Civil Engineering from Tufts University and an MBA from Columbia University . The Board has affirmatively determined he is independent under NYSE rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Howard Hughes Holdings Inc. (HHH) | Chief Executive Officer; Director | CEO since Dec 2020; Director (current) | Responsible for driving sustainable growth and long-term value |
| Howard Hughes Holdings Inc. (HHH) | President; Chief Financial Officer | CFO starting 2016; President prior to CEO | Led finance and corporate strategy |
| Parkway Properties, Inc. (NYSE: PKY) | EVP, Chief Investment Officer; Chief Financial Officer; Interim CFO | CIO Nov 2011–Oct 2014; CFO Aug 2012–Oct 2016; Interim CFO May–Aug 2012 | Oversaw investments, capital markets, finance for office REIT |
| Banyan Street Capital; Eola Capital LLC | Executive VP; Director of Capital Markets | Prior to Parkway | Capital markets leadership |
| Barclays Capital; Lehman Brothers | Senior Vice President (Investment Banking) | Earlier career | M&A, LBOs, IPOs, CMBS transactions |
External Roles
| Organization | Position | Start Date | Public Company? |
|---|---|---|---|
| Howard Hughes Holdings Inc. | Chief Executive Officer; Director | December 2020 | Yes |
Board Governance
- Independence: The Board determined all nominees except the CEO are independent; O’Reilly is independent .
- Committee memberships: Audit Committee member; Compensation Committee member .
- Committee chair roles: Audit Chair—Dr. Charles H. Wurtzebach; Compensation Chair—Derrick Burks; O’Reilly is not a chair .
- Meetings and attendance: In 2024 the Board met 4 times; Audit met 4 times; Compensation met 5 times. Each trustee attended at least 75% of applicable meetings; all trustees attended the annual meeting .
- Executive sessions: Non-management trustees hold executive sessions at least quarterly led by the Lead Independent Trustee .
- Ownership guideline for trustees: Must own stock equal to 5× annual cash retainer within five years .
| Governance Metric | 2024 Value |
|---|---|
| Board meetings held | 4 |
| Audit Committee meetings | 4 |
| Compensation Committee meetings | 5 |
| Trustee attendance requirement | ≥75% of meetings; met by all trustees |
| Annual trustee meeting attendance | All trustees attended |
| Trustee stock ownership guideline | 5× annual cash retainer |
Fixed Compensation
| Component | Program Terms (FY 2024–2025 service year) | O’Reilly FY2024 Actual |
|---|---|---|
| Annual cash retainer | $85,000 | $85,000 (included in cash total) |
| Committee member fees | Audit: $12,500; Compensation: $10,000 | $22,500 (Audit + Comp) |
| Committee chair fee | Audit Chair: $25,000; Comp Chair: $20,000; CG&N Chair: $20,000 | None (not a chair) |
| Lead Independent Trustee fee | $35,000 | None |
| Equity grant (restricted common shares) | $130,000 grant value; one-year vesting | $130,020 grant-date fair value; 6,233 shares granted May 30, 2024 |
| Cash fees paid | — | $107,500 |
| Total 2024 director compensation | — | $237,520 |
Outstanding as of year-end:
- Unvested restricted shares: 6,233 (vest on one-year schedule) .
Performance Compensation
- Trustees receive time-based restricted common shares; no performance-based (PSU) or option awards disclosed for trustees. Equity grants vest on time schedules; trustees may elect deferred units for cash but not performance-linked awards .
| Performance-linked Elements (Trustees) | Status |
|---|---|
| PSUs or performance metrics tied to trustee equity | None disclosed |
| Options for trustees | Not disclosed; trustee equity is common shares (time-vested) |
Other Directorships & Interlocks
- Current public board: Howard Hughes Holdings Inc. (Director) .
- Compensation Committee interlocks: None in 2024 (members: Burks, Coleman, O’Reilly; no reciprocal interlocks with KRG NEOs) .
| Entity | Interlock Detail | 2024 Status |
|---|---|---|
| Any company with KRG executive serving on its board/comp committee | SEC-defined interlock | None |
Expertise & Qualifications
- Deep commercial real estate investment and finance background; former CIO and CFO at public REITs; current CEO of HHH; investment banking experience (Barclays, Lehman). Education: Tufts (B.S. Civil Engineering), Columbia (MBA) .
Equity Ownership
| Holder | Shares and Units Beneficially Owned | % of Shares | Unvested Time-based Securities | Pledging |
|---|---|---|---|---|
| David R. O’Reilly | 63,313 | <1% | Not applicable in trustee table; trustee unvested restricted shares: 6,233 | No pledging disclosed for O’Reilly (contrast: pledging noted for others) |
Notes:
- Beneficial ownership table lists O’Reilly at 63,313 shares/units; percentage less than 1% .
- Principal shareholders footnotes discuss pledging for certain individuals (e.g., CEO John A. Kite) and director Steven P. Grimes; no pledging footnote for O’Reilly .
Related Party Transactions (Potential Conflicts)
- Hotel services: KRG paid ~$176,000 in 2024 to the Conrad Indianapolis (owned by entities with majority interest by Alvin E. Kite and minority interests by CEO John A. Kite and President Thomas McGowan). KRG receives discounted rates .
- Assignment of hotel development rights: KRG Development assigned Pan Am Plaza project rights; received up to $3.5 million assignment fee in August 2024. Assignee is affiliated with entities owned by Alvin E. Kite (majority) and minority interests by John A. Kite and Thomas McGowan. Approved by a special committee of independent trustees with an external advisor .
- Related person transaction policy: Reviews by Corporate Governance & Nominating Committee; disinterested trustees approve when required; involved trustee recuses .
No related party transactions implicating David R. O’Reilly are disclosed .
Governance Assessment
- Board effectiveness: O’Reilly brings multi-REIT CFO/CIO experience and current CEO perspective; he serves on Audit and Compensation—both fully independent committees with robust charters and meeting cadence (Audit: 4; Comp: 5 in 2024) .
- Independence & engagement: Affirmed independent; Board and committee attendance thresholds met; executive sessions held quarterly strengthen oversight .
- Alignment: Trustee equity ownership guideline (5× cash retainer) promotes skin-in-the-game; annual director equity grants are time-based but provide ongoing exposure to share performance .
- Conflicts: No director-specific related party exposure disclosed for O’Reilly; major related transactions involve entities connected to the Chairman/CEO, with independent review and approval processes followed—mitigating governance risk .
- RED FLAGS: None specific to O’Reilly disclosed (no pledging, no attendance shortfalls, no interlocks). Broader company-level related party transactions are monitored via policy and independent committee oversight .
Additional Company-Level Governance Signals
- Anti-hedging policy, majority voting for trustees, no poison pill, opt-outs from certain Maryland anti-takeover statutes .
- Say-on-pay support: 97.7% approval at 2024 annual meeting—indicates investor confidence in compensation practices .