Arun Gupta
About Arun Gupta
Arun Gupta, age 56, has served as an independent trustee of LXP since 2022; he brings extensive private equity/M&A, venture capital and cybersecurity expertise to the board and currently chairs the Compensation Committee while serving on the Audit & Cyber Risk Committee . He is the CEO and Board Member of Noble Reach Foundation (since September 2022) and has taught entrepreneurship and policy at Georgetown and Stanford, reflecting deep strategic planning credentials and technology focus .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Carlyle Venture Partners | Software-focused investor | 1998–2000 | Early-stage technology investment experience |
| Arthur D. Little | Telecom & technology consultant | 1995–1998 | Strategy/operations insight from consulting |
| C5 Acquisition Corp. (NYSE: CXAC) | Board Director | — | Public company board experience; SPAC governance |
| Millennial Media (NYSE: MM) | Board Director | — | Adtech governance; capital markets experience |
| Altamira; Endgame; 1901 Group; Verato; Webs | Board Director | — | Cyber/data/IT portfolio oversight |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Noble Reach Foundation | CEO & Board Member | Since Sep 2022 | Mission-driven leadership; tech/national security focus |
| Georgetown University | Adjunct Entrepreneurship Professor & Senior Advisor to Provost; Advisory Board Member | Since Jan 2018 | Academic engagement; portfolio strategy expertise |
| Stanford University | Lecturer; Advisory Boards | Since Apr 2019 | Policy/strategy; tech ecosystem connectivity |
| Columbia Capital | Venture Partner | Since 2000 | Venture capital, capital markets exposure |
| U.S. Sen. Mark Warner | Tech & Cybersecurity Advisory Committee Member | — | Recognized cybersecurity expertise |
| Daz 3D | Board Director | — | Technology/media governance |
| LMI (Logistics Management Institute) | Board Director | — | Federal services/logistics oversight |
Board Governance
- Committee assignments: Compensation Committee Chair; Audit & Cyber Risk Committee member .
- Committee workload: Audit & Cyber Risk met 8 times in 2024; Compensation met 6 times in 2024; Nominating & ESG met 4 times in 2024 .
- Independence: Board determined all trustees except CEO Eglin are independent; Gupta is independent .
- Lead Independent Trustee: Jamie Handwerker has served as Lead Independent Trustee since May 23, 2023 .
- Attendance: The Board held five meetings in 2024; each trustee attended at least 75% of the aggregate of Board and committee meetings on which they served; all then-trustees attended the 2024 Annual Meeting .
- Governance guardrails: Anti-hedging and anti-pledging policies; limits of ≤3 other public boards per trustee, and ≤3 public audit committees; no trustee serves on ≥3 other public company boards .
Fixed Compensation
| Director | 2024 Cash Fees ($) | 2024 Share Awards ($) | Options ($) | Non-Equity Incentive ($) | Other ($) | 2024 Total ($) |
|---|---|---|---|---|---|---|
| Arun Gupta | 75,000 | 120,000 | — | — | — | 195,000 |
| 2024 Director Retainer Components | Amount ($) |
|---|---|
| General Cash Retainer | 60,000 |
| General Vested Common Share Retainer | 120,000 |
| Compensation Committee Chair Cash Retainer | 15,000 |
| Audit & Cyber Risk Chair Cash Retainer | 20,000 |
| Nominating & ESG Chair Cash Retainer | 15,000 |
| 2025 Director Retainer Components (Approved Adjustments) | Amount ($) |
|---|---|
| General Cash Retainer | 65,000 |
| General Vested Common Share Retainer | 130,000 |
| Compensation Committee Chair Cash Retainer | 20,000 |
| Audit & Cyber Risk Chair Cash Retainer | 25,000 |
| Nominating & ESG Chair Cash Retainer | 20,000 |
- Retainers are paid quarterly; equity portion based on average closing price over the quarter .
- Compensation Committee, chaired by Gupta, recommended inclusion of CD&A in the 2025 proxy and amended the 2022 Equity-Based Award Plan on April 3, 2025 (subject to shareholder approval) .
Performance Compensation
| Element | Structure | Metrics | Vesting |
|---|---|---|---|
| Director Equity | Annual vested common shares | None disclosed for non-employee trustees | Quarterly allocation; vested on grant |
| Options/PSUs for Directors | Not awarded | N/A | N/A |
- Directors receive cash plus vested common shares; no performance-based director equity, options, or bonus programs are disclosed .
Other Directorships & Interlocks
| Company | Public/Private | Role | Potential Interlock/Conflict with LXP |
|---|---|---|---|
| Daz 3D | Private | Director | No LXP-related transactions disclosed |
| LMI (formerly Logistics Management Institute) | Private/nonprofit | Director | No LXP-related transactions disclosed |
| C5 Acquisition Corp. (NYSE: CXAC) | Public | Former Director | Former role; no active interlock disclosed |
| Millennial Media (NYSE: MM) | Public | Former Director | Former role; no active interlock disclosed |
| Altamira; Endgame; 1901 Group; Verato; Webs | Private | Former Director | No LXP-related transactions disclosed |
- Related party safeguards: Audit & Cyber Risk Committee reviews/approves related party transactions; prohibition on hedging/pledging; during 2024, LXP made no charitable contributions to any tax-exempt organization where any independent trustee serves as an executive officer (mitigates potential Noble Reach conflicts) .
Expertise & Qualifications
- Cybersecurity: Recognized expert; advisory role to U.S. Sen. Mark Warner; board oversight of enterprise cybersecurity risk via Audit & Cyber Risk Committee .
- Capital markets/venture: Significant venture funding experience and public market exposure through portfolio companies and prior public boards .
- Strategic planning/academia: Deep planning expertise; active teaching/advisory roles at Georgetown and Stanford .
- Committee leadership: Chairs Compensation Committee; oversight of CD&A and equity plan amendments .
Equity Ownership
| Holder | Common Shares Beneficially Owned | % of Class |
|---|---|---|
| Arun Gupta | 75,144 | <1.0% (“*” per proxy) |
- Ownership guidelines: Trustees must hold common shares equal to 5× their annual cash retainer within five years of appointment; subject to phase-in, executive officers and trustees were in compliance with share ownership guidelines .
- Hedging/pledging: Prohibited for trustees, officers, employees and immediate family; short positions and hedging transactions banned .
Governance Assessment
- Strengths: Independent trustee with deep cybersecurity and capital markets expertise; active committee contributions as Comp Chair and Audit member; attendance thresholds met across Board and committees; anti-hedging/anti-pledging policies; robust related-party and ownership guidelines; independent comp consultant engaged (Ferguson Partners) .
- Alignment: Director pay includes a meaningful equity retainer ($120,000 in 2024), supporting skin-in-the-game; Gupta’s beneficial ownership (75,144 shares) and compliance with phased ownership guidelines bolster alignment .
- Monitoring items:
- External commitments: Governance guidelines cap public boards at ≤3; Gupta’s current roles appear within limits; continued monitoring advisable given multiple external engagements .
- Equity plan amendment: As Comp Chair, Gupta oversaw a 2025 amendment to increase shares under the 2022 plan by 5,000,000 (subject to approval); dilution oversight and performance linkage for executives merit ongoing scrutiny, though director equity remains non-performance-based .
- RED FLAGS: None identified—no pledging/hedging permitted; no charitable contributions to orgs tied to independent trustees in 2024; no related-party transactions disclosed involving Gupta; board independence and attendance metrics supportive of effectiveness .