Jamie Handwerker - Lead Independent Trustee | LXP Industrial Trust (LXP) Executive Profile & Compensation

About Jamie Handwerker

Jamie Handwerker (age 64) is LXP’s independent Lead Trustee (since May 23, 2023) and has served on the Board since 2017. She brings over 40 years of commercial real estate investing and capital markets experience as a former sell-side REIT analyst, portfolio manager, and hedge fund manager, and is designated by the Board as an “Audit Committee Financial Expert.” She currently serves on LXP’s Audit & Cyber Risk and Compensation Committees and is independent under NYSE rules.

Past Roles

Organization	Role	Tenure	Committees / Impact
KSH Capital	Partner	Since May 2016	Strategic oversight of portfolio companies; private equity and real estate focus
Cramer Rosenthal McGlynn LLC	Senior roles; managed CRM Windridge Partners hedge funds	Prior role (dates not specified)	Managed real estate-focused hedge funds; buy-side perspective
ING Furman Selz Asset Management	Managing Director & Portfolio Manager	Prior role (dates not specified)	Portfolio management; REIT investing
ING Barings / Furman Selz, LLC	Managing Director & Senior Equity Research Analyst (Sell-Side)	Prior role (dates not specified)	Covered REITs and real estate; extensive industry analysis

External Roles

Organization	Role	Tenure	Committees / Impact
Franklin BSP Realty Trust, Inc.	Independent Director; Compensation Committee Chair; Audit Committee; Nominating & Corporate Governance Committee	Current	Chairs compensation committee; governance and audit oversight at a public REIT
University of Pennsylvania School of Arts & Sciences	Board of Overseers Member; Founder/Chair, Penn Arts & Sciences Professional Women’s Alliance	Current	External governance and leadership roles

Board Governance

Independence and roles: Independent Lead Trustee; member, Audit & Cyber Risk and Compensation Committees; designated as Audit Committee Financial Expert. LXP’s Nominating & ESG Committee determined all trustees other than the CEO are independent under NYSE rules.
Committee activity and oversight scope (2024): Audit & Cyber Risk met 8 times; Compensation met 6 times; both committees comprised entirely of independent trustees. Audit scope includes financial reporting integrity, auditor oversight, ERM, cybersecurity, non-GAAP policy, and ESG assurance; Compensation scope includes executive and director pay, incentive plans, and CD&A oversight.
Attendance and engagement: The Board held 5 meetings in 2024; each trustee attended at least 75% of the aggregate Board and committee meetings on which they served, and all trustees attended the 2024 annual meeting.
Lead Trustee responsibilities: Corporate Governance Guidelines provide a robust set of responsibilities for the independent Lead Trustee; Ms. Handwerker has served since May 23, 2023.
Shareholder engagement: Company reported contacting shareholders representing 73% of shares and holding meetings with holders of 61% of shares as of 12/31/2024.
Say-on-pay signal: Five-year average say-on-pay approval of 97%.

Fixed Compensation

Item	2024 Amount	Notes
Fees Earned (Cash) – Handwerker	$90,000	Reflects general cash retainer ($60,000) plus Lead Trustee cash premium ($30,000)
Share Awards – Handwerker	$120,000	Vested common shares; paid quarterly based on average closing price
Total – Handwerker	$210,000	No options or non-equity incentives paid to trustees

Director retainer schedule (policy level):
- 2024: General cash $60,000; General vested common shares $120,000; Lead Trustee cash $30,000; Audit & Cyber Risk Chair cash $20,000; Compensation Chair cash $15,000; Nominating & ESG Chair cash $15,000.
- 2025: General cash $65,000; General vested common shares $130,000; Lead Trustee cash $40,000; Audit & Cyber Risk Chair cash $25,000; Compensation Chair cash $20,000; Nominating & ESG Chair cash $20,000.

Performance Compensation

Component	Director Eligibility	2024 Amount (Handwerker)	Notes
Non-Equity Incentive Plan Compensation	Not applicable to non-employee trustees	—	Directors do not receive annual cash incentives
Option Awards	Not granted to non-employee trustees	—	No option awards to trustees in 2024
Performance-Based Equity	Not used for director pay	—	Equity for directors is vested common shares as retainer, not performance-based

LXP’s performance-based metrics (TSR peer-relative and MSCI US REIT Index cohort) apply to executive long-term incentives, not to directors. Director equity is structured as vested common shares to align with shareholders without adding performance hurdles to board compensation.

Other Directorships & Interlocks

Person	External Public Company	Role(s)	Interlock Considerations
Jamie Handwerker	Franklin BSP Realty Trust, Inc.	Independent Director; Compensation Chair; Audit; Nominating & Corporate Governance	LXP limits trustees to no more than three other public boards; the proxy states no trustee serves on 3+ other public boards. No LXP compensation committee interlocks reported in 2024.

Expertise & Qualifications

Financial expert credential: Board determined Ms. Handwerker qualifies as an “Audit Committee Financial Expert” under Item 407(d)(5), and Audit & Cyber Risk members are financially literate under NYSE rules.
Domain expertise: Over 40 years in commercial real estate; deep REIT investing, corporate finance and analysis; strategic planning from private equity role.

Equity Ownership

Holder	Beneficial Ownership (Common Shares)	% of Class	As-of Date / Basis
Jamie Handwerker	108,771	<1%	As of record date (March 31, 2025) per proxy’s beneficial ownership table

Ownership alignment and policies:
- Stock ownership guidelines require trustees to beneficially own shares equal to 5× annual cash retainer within five years; trustees (subject to phase-in) were in compliance.
- Hedging and pledging: LXP prohibits trustees, officers, and employees from hedging or pledging company securities.

Governance Assessment

Strengths
- Independent Lead Trustee with extensive REIT investing background and capital markets expertise; formal responsibilities under Corporate Governance Guidelines.
- Audit Committee Financial Expert designation supports oversight of financial reporting, ERM, and cybersecurity; active Audit & Cyber Risk Committee with 8 meetings in 2024.
- Strong director alignment via equity retainer and ownership guidelines (5× cash retainer); anti-hedging and anti-pledging policy; attendance at or above 75% threshold and full attendance at 2024 annual meeting.
- Compensation governance: independent consultant (Ferguson Partners Consulting); robust clawback policy; no tax gross-ups; no option repricing; no single-trigger CIC.
- No compensation committee interlocks or insider participation in 2024; limits on outside public boards (≤3); proxy states no trustee exceeds limit.
Potential Watch Items / Red Flags
- Time commitments: Handwerker also chairs the compensation committee at another public REIT (Franklin BSP Realty Trust), which can be positive for expertise but should be monitored for workload; LXP policy mitigates via board-limit guidelines and independence reviews.
- Related-party/charitable ties: LXP discloses a formal related-party transaction review policy; during 2024, no charitable contributions to organizations where any independent trustee is an executive officer were made. No specific related-party transaction involving Ms. Handwerker is described in the portions reviewed.
- Director pay increases (policy level): 2025 retainer increases (cash and equity) including a higher Lead Trustee premium; generally reasonable, but investors may assess alignment against performance and workload.
Net View
- Handwerker’s combination of independence, financial expertise, committee roles, and ownership alignment are positive signals for board effectiveness and investor confidence. Governance structures (independent consultant, clawback, anti-hedging/pledging, board limits) reduce conflict risk.