Armando Olivera
About Armando Olivera
Armando Olivera, age 75, has served as an independent director of Lennar since 2015 and was appointed Lead Director effective April 10, 2024. He is a retired President and CEO of Florida Power & Light (FPL), bringing deep leadership, engineering, and operations expertise; he is an SEC-designated audit committee financial expert. His tenure at Lennar includes roles on the Audit, Nominating & Corporate Governance, and Executive Committees, with Lead Director duties presiding over independent director sessions and liaising with management .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Florida Power & Light Company | President & CEO | Retired May 2012 | Led one of the largest investor-owned U.S. electric utilities; extensive operations oversight |
| Florida Reliability Coordinating Council | Chair | Not disclosed | Focused on reliability and adequacy of bulk electricity in Florida |
| Southeastern Electric Exchange | Chair | Not disclosed | Coordinated storm restoration, operational and technical resources |
| Britton Hill Partners | Senior Advisor | Post-retirement | Private equity advisory |
| Ridge-Lane LP (Sustainability) | Venture Partner | 2017–2021 | Venture development in sustainability |
| AGL Resources Inc. | Director | Dec 2011–Jul 2016 | Board service at gas utility holding company |
| Miami Dade College | Trustee, Vice Chair | Until 2018 | Governance oversight in public education |
| Cornell University | Trustee Emeritus; Fundraising roles | Not disclosed | Co-Chair Cornell Engineering fundraising; Advisory Council at Cornell Atkinson Center |
External Roles
| Company | Role | Committees |
|---|---|---|
| Consolidated Edison, Inc. | Director | Chair of Safety, Environmental, Operations & Sustainability; Member: Audit, Finance, Executive |
| Fluor Corporation | Director | Chair of Commercial Strategies & Operational Risk; Member: Executive, Governance; previously Audit |
Board Governance
- Independence and engagement
- Determined independent in January 2025; meets NYSE and Lennar independence standards .
- Lead Director since April 10, 2024; presides over independent director meetings, conveys recommendations to the Board, liaises with management, and can convene executive sessions at any time .
- Board met seven times in fiscal 2024; each director attended at least 75% of Board and applicable committee meetings .
- Committee memberships
- Audit Committee (financial expert); Nominating & Corporate Governance (NCG); Executive Committee .
- Committee meeting cadence in FY2024
- Audit: 11; Compensation: 4; NCG: 4; Executive: 0; Independent Directors Transactions: 0 .
- Insider Trading Policy, hedging/pledging
- Insider trading policy in place; prohibition on director/executive hedging and on pledging shares used to satisfy ownership guidelines .
- Stockholder engagement
- Engaged with holders representing ~75% of non-affiliated outstanding shares in FY2024 .
Fixed Compensation
| Component | Amount | Structure/Notes |
|---|---|---|
| Annual Retainer | $140,000 | 50% cash, 50% Class A common stock |
| Annual Equity Grant | $135,000 | Class A common stock; 50% subject to 2-year holding; granted Apr 10, 2024 at $156.43 per share (863 shares) |
| Audit Committee Member Fee | $25,000 | Cash |
| NCG Committee Member Fee | $10,000 | Cash |
| Lead Director Fee | $75,000 | Cash |
2024 actuals (Armando Olivera):
| Item | FY2024 Amount | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $161,250 | Includes retainer cash and committee/lead fees; Olivera deferred 100% of cash fees |
| Stock Awards | $204,999 | Includes $70,000 (stock portion of retainer) and ~$135,000 annual equity grant; Olivera deferred the stock portion of the retainer |
| All Other Compensation | $46,185 | Dividend-equivalents credited as phantom shares (287 shares) |
| Total | $412,434 | Sum of above |
Deferrals and phantom shares:
| Deferred Item | FY2024 Amount | Phantom Shares Credited |
|---|---|---|
| Deferred Cash Fees | $161,250 | N/A |
| Deferred Stock Awards (retainer) | $70,000 | 1,654 phantom shares |
| Deferred Dividend Equivalents | $46,185 | 287 phantom shares |
| Phantom Shares (balance at 11/30/2024) | N/A | 25,368 phantom Class A shares |
Performance Compensation
- Not applicable. Lennar’s non-management director compensation does not include performance-based metrics; director equity is delivered as annual grants with holding requirements and optional deferral into phantom shares .
Other Directorships & Interlocks
| Type | Detail |
|---|---|
| Current public boards | Consolidated Edison, Inc.; Fluor Corporation |
| Committee leadership at other boards | Chair roles at ConEd (Safety/Environmental/Operations/Sustainability) and Fluor (Commercial Strategies & Operational Risk) |
| Related-party/transaction exposure | No Lennar-related transactions disclosed involving Olivera; Audit Committee approves related person transactions; none reported for directors in FY2024 beyond items noted for other executives . |
Expertise & Qualifications
| Area | Evidence |
|---|---|
| Financial expertise | SEC-defined audit committee financial expert |
| Operations/engineering leadership | Former FPL President & CEO; chairs utility safety and operational committees externally |
| Governance | NCG membership at Lennar; external governance roles at Fluor and ConEd |
| Risk oversight | Audit Committee responsibilities include risk management and cybersecurity oversight; Olivera serves on Audit |
Equity Ownership
| Category | Holdings |
|---|---|
| Class A common stock | 18,329 shares; <1% of Class A |
| Class B common stock | 142 shares; <1% of Class B |
| Phantom Class A shares (deferred) | 25,368 shares (balance at Nov 30, 2024) |
| Pledged shares | None disclosed for Olivera; pledging shown for certain executives only . |
| Ownership guidelines | Directors must hold shares equal to 5× annual retainer within 5 years; all directors compliant or on track . |
| Hedging/pledging policy | No hedging; no pledging of shares used to satisfy guidelines . |
Governance Assessment
- Board effectiveness
- Olivera’s appointment as Lead Director strengthens independent oversight in a dual-class, combined Executive Chairman/Co-CEO structure; his authority to convene executive sessions and liaise with management is robust .
- Audit financial expert designation enhances financial reporting and risk oversight capacity .
- Independence, attendance, engagement
- Affirmed independent; attendance ≥75%; active engagement with stockholders through Board processes .
- Compensation alignment
- Significant equity component (annual grant and stock retainer) with two-year holding requirement; deferral into phantom shares ties compensation to long-term equity value; dividend-equivalents accrue as phantom shares, reinforcing alignment .
- Conflicts and red flags
- No related-party transactions disclosed involving Olivera; no pledging; hedging prohibited; serves on Executive Committee (paired with Executive Chair) which can act on behalf of Board, but committees are majority independent and Independent Directors Transactions Committee exists to manage conflict-sensitive matters .
- Investor sentiment
- 2024 say-on-pay support of ~79% indicates generally adequate alignment of compensation practices, with continued engagement to improve; while focused on executives, it reflects governance responsiveness overseen by independent directors including Olivera .
Overall, Olivera’s profile—utility CEO experience, audit financial expertise, and independent Lead Director role—supports board effectiveness and risk oversight with low conflict exposure. Continued vigilance around Executive Committee actions and dual-class voting dynamics remains prudent, but his committee roles and independence mitigate concerns .