Connie Tirondola
About Connie Tirondola
Connie Tirondola, age 68, is an independent director of Modiv Industrial, Inc. (MDV) since December 2021; she is a licensed CPA with a B.A. in Accounting/Economics from Rutgers University, and has deep fund accounting and real estate investment management experience across CBRE, BlackRock Realty, Citco Fund Services, FTI Consulting and Prudential Financial . She currently serves on MDV’s Audit Committee and Nominating & Corporate Governance Committee and has been affirmed independent under NYSE listing standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| FTI Consulting | Managing Director | Jul 2022 – Apr 2024 | Led accounting outsource solutions for real estate investment managers |
| Citco Fund Services | Executive Vice President | May 2020 – Jul 2022 | Managed client relationships for real estate, infrastructure, timber/ag funds |
| CBRE Accounting & Reporting Solutions | Managing Director, Global Account Leader | Jun 2017 – May 2020 | Oversaw fund accounting and investment oversight for large real estate asset managers |
| BlackRock Realty (U.S.) | Managing Director, Head of Real Estate Fund Accounting | Jun 2005 – Jun 2017 | Led U.S. real estate fund accounting function |
| Sentinel Real Estate Corporation | Vice President & Controller | May 2004 – Jun 2005 | Controller responsibilities |
| Olayan America Corporation | Vice President & Controller | Sep 2002 – May 2004 | Controller responsibilities |
| Prudential Financial Inc. | Senior Vice President, Investment Management | Dec 1984 – Feb 2002 | Senior leadership in investment management |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Independent Consultant (private real estate investment companies) | Consultant | Since Apr 2024 | Advisory/consulting across private-sector real estate investors |
Board Governance
- Committee memberships: Audit Committee member; Nominating & Corporate Governance Committee member; not a member of the Compensation Committee .
- Committee chair roles: None (Audit chaired by Thomas H. Nolan, Jr.; Comp and Nominating chaired by Kimberly Smith) .
- Independence: Board affirmed her independence under NYSE standards (4 of 5 directors independent) .
- Attendance: In 2024, Board held 7 meetings; Audit 4; Compensation 2; Nominating & Corporate Governance 2; each director attended at least 75% of Board and committee meetings .
- Board leadership: Chairman is independent (no separate Lead Independent Director) .
- Related-party oversight: Nominating & Corporate Governance Committee reviews and, if applicable, approves related-party transactions; directors with a material interest must recuse .
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Annual Retainer (cash) | $40,000 | Included in $90,000 combined retainer, payable in cash and stock at director’s election |
| Annual Stock Grant | $50,000 (restricted stock) | Stock portion of retainer; directors could elect mix; chair fees paid in stock |
| Committee Chair Fees | $0 (not a chair) | $0 (not a chair) |
| Non-Executive Chairman Monthly Fee | N/A | N/A (applies to Chairman only) |
Non-Officer Director Compensation (individual):
| Name | Fees Earned (Cash) | Stock Awards | Total |
|---|---|---|---|
| Connie Tirondola (2023) | $40,000 | $50,000 | $90,000 |
| Connie Tirondola (2024) | $50,000 | $40,000 | $90,000 |
Notes:
- Director stock awards are restricted securities issued privately under Section 4(a)(2); the Company has not agreed to register these shares for the directors .
- No stock options or similar awards were granted in 2024 (company disclosure references executive equity timing; directors received restricted stock, not options) .
Performance Compensation
| Performance Metric in Director Pay | 2023 | 2024 |
|---|---|---|
| Pay tied to financial/ESG metrics (PSUs/TSR, etc.) | None disclosed for directors (retainer/stock awards structure only) | None disclosed for directors (retainer/stock awards structure only) |
| Option awards & vesting schedules | None disclosed | None disclosed |
- Clawbacks, change-in-control, severance: No director-specific clawbacks, severance, or CIC terms disclosed in the proxy’s director compensation section; stock awards described as restricted stock issued privately .
Other Directorships & Interlocks
| Company | Role | Committees | Tenure |
|---|---|---|---|
| None disclosed for Connie Tirondola | — | — | — |
- Prior employers include Prudential Financial, BlackRock Realty, CBRE, Citco, FTI Consulting; no current public company board roles for Connie are disclosed .
- Potential interlocks/conflicts: She currently consults for private real estate investment companies; the Nominating & Corporate Governance Committee must approve any related-party transactions, and none are disclosed involving Ms. Tirondola .
Expertise & Qualifications
- Licensed CPA; B.A. in Accounting/Economics, Rutgers University .
- Extensive fund accounting leadership and investment oversight across large real estate asset managers (CBRE, BlackRock Realty), with senior roles at Citco, FTI Consulting, Prudential .
- Board concluded she is qualified based on real estate, accounting, and finance acumen .
Equity Ownership
| Holder | Shares of Common Stock | % of Common Stock | Class C OP Units | Class X OP Units | Pledged |
|---|---|---|---|---|---|
| Connie Tirondola | 10,995 | <1% | — | — | None pledged |
Additional alignment policies:
- Hedging: Directors and executive officers are prohibited from entering into hedging or monetization transactions with respect to Company securities .
Governance Assessment
- Board effectiveness: Connie serves on two key independent committees—Audit and Nominating & Corporate Governance—supporting financial oversight and director/related-party governance; audit has four meetings and NCG has two, indicating active committee cadence .
- Independence and attendance: Affirmed independent; attended at least 75% of Board and committee meetings in 2024 (meets MDV guideline; market standard threshold) .
- Ownership alignment: Holds 10,995 shares; no pledging; hedging prohibited—alignment is present but stake is modest given <1% beneficial ownership; director stock awards provide continuing exposure .
- Compensation mix: Stable total ($90k), with year-over-year mix shift toward cash ($50k cash/$40k stock in 2024 vs $40k cash/$50k stock in 2023); no performance-linked director pay disclosed, which is common but offers limited direct pay-for-performance signaling for directors .
- Conflicts/related-party: No related-party transactions disclosed involving Ms. Tirondola; her consulting in private real estate requires ongoing monitoring, but MDV’s policy mandates committee review and director recusal on any conflicted items (risk mitigant) .
Red Flags and Watch Items:
- No director performance-conditioned equity (PSUs/TSR) disclosed—typical for REIT boards, but means governance signals rely on committee effectiveness and equity ownership rather than pay design .
- External consulting in the same industry could present perceived conflicts if counterparties overlap; currently no transactions disclosed—monitor future 8-K/DEF 14A related-party sections .
Overall signal: Strong independence, audit/NCG committee service, and clean ownership profile (no pledging/hedging) support investor confidence; continue to monitor for any consulting-related transactions and maintain focus on committee outputs (audit quality, related-party reviews) .