Mark Leland
About Mark Leland
D. Mark Leland, age 63, has served as an independent director of PotlatchDeltic since February 20, 2018, following the Deltic Timber merger; he previously was a Deltic director (since June 2016) and Deltic’s Interim President & CEO (Oct 10, 2016–Mar 8, 2017) . He chairs PCH’s Executive Compensation & Personnel Policies Committee and sits on the Audit Committee; the Board has determined he is independent under Nasdaq rules . Leland’s credentials include certifications as an Internal Auditor (CIA) and Management Accountant (CMA), alongside extensive executive finance and midstream energy leadership experience at El Paso Corporation .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Deltic Timber Corporation | Interim President & CEO | Oct 10, 2016–Mar 8, 2017 | Led transition pre-merger; prior Deltic director since June 2016 |
| El Paso Corporation | EVP & CFO | 2005–2009 | Senior finance leadership at NYSE-listed energy company |
| El Paso Corporation | President, Midstream Business Unit | 2009–2012 | Operational leadership of midstream assets |
| El Paso Pipeline Partners, L.P. | Director | 2007–2012 | Governance at publicly traded partnership |
External Roles
| Company | Role | Tenure | Notes |
|---|---|---|---|
| Kinetik Holdings Inc. | Director | Feb 2022–present | Joined upon Altus/BCP Raptor merger creating Kinetik |
| Equitrans Midstream Corporation | Director | Jan 2020–Jul 2024 | Role ended upon merger with EQT Corporation |
| Altus Midstream Company | Director | Nov 2018–Feb 2022 | Ended upon transaction forming Kinetik |
Board Governance
- Independence: All directors except the Chair (Michael Covey) and CEO (Eric Cremers) are independent; Leland is independent .
- Committee roles: Audit Committee member; Compensation Committee Chair. All three standing committees are entirely independent .
- Attendance: Board met 4 times in 2024 and no director attended less than 75% of their Board/committee meetings; six directors attended the 2024 annual meeting .
- Committee activity: Audit met 8 times; Compensation met 4; Nominating/Governance met 4 in 2024 .
- Leadership/Executive sessions: Lawrence S. Peiros serves as Lead Director; executive sessions of independent directors occur at regular meetings .
| Committee | Leland Membership | 2024 Meetings |
|---|---|---|
| Audit | Member | 8 |
| Executive Compensation & Personnel Policies | Chair | 4 |
| Nominating & Corporate Governance | Not a member | 4 |
Fixed Compensation
| Year | Cash Fees ($) | Stock Awards ($) | Other ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 109,500 | 130,000 | — | 239,500 |
- Director fee schedule (unchanged in 2024): Board member $75,000; Compensation Chair $15,000; Audit member $12,000; Lead Director $25,000 (not applicable to Leland); non-employee Chair $105,000 (not applicable to Leland) .
- Director pay program oversight: Nominating Committee, advised by Semler Brossy; no changes in 2024; review planned in 2025 .
Performance Compensation
| Grant Date | Instrument | Units Granted | Grant-Date Fair Value | Vesting | Dividend Equivalents |
|---|---|---|---|---|---|
| May 9, 2024 | RSUs | 3,026 | $130,000 | One-year cliff (first anniversary; earlier vest on retirement at 72 per award terms) | Credited as additional stock units |
- Structure: Annual RSUs only; no stock options or performance-linked director awards; directors may defer cash fees into stock units under the Directors Plan (Leland did not disclose deferrals in 2024) .
Other Directorships & Interlocks
| Item | Status |
|---|---|
| Compensation Committee Interlocks | None: In 2024, no member was an officer of PCH, nor an executive of an entity where a PCH executive served on compensation committee or as a director |
| Related Party Transactions | None requiring disclosure/approval in 2024 |
Expertise & Qualifications
- Financial/operational expertise: Former EVP & CFO and business unit President at El Paso; board experience across multiple public midstream companies .
- Certifications: CIA and CMA, supporting finance/audit literacy; Board determined all Audit Committee members are “financially literate” (committee chaired by Linda Breard as “audit committee financial expert”) .
- Sector breadth: Energy midstream governance and finance background complements timber/REIT oversight at PCH .
Equity Ownership
| Holder | Beneficial Shares | % of Outstanding | Common Stock Units |
|---|---|---|---|
| D. Mark Leland | 18,738 | 0.0238% (18,738 ÷ 78,744,504) | 8,472 (aggregate of unvested RSUs and deferred units incl. dividend equivalents) |
- Director ownership guidelines: Must own ≥5x annual cash retainer within 5 years; all non-employee directors were in compliance as of Dec 31, 2024 .
- Hedging/pledging: Hedging prohibited; pledging prohibited for directors and executive officers except in limited circumstances with Compensation Committee approval .
- Pledging/loans disclosure: No pledging or loans disclosed for Leland; no related-party transactions in 2024 .
Governance Assessment
- Committee leadership and independence: As Compensation Committee Chair and Audit member, Leland is positioned to influence pay rigor, succession, and risk oversight; independence confirmed under Nasdaq rules, and committees are fully independent, supporting board effectiveness .
- Pay alignment and structure: Director pay mix balances cash retainer ($109.5k) and equity RSUs ($130k) with one-year vesting and dividend equivalents, reinforcing alignment without option risk; Semler Brossy advises on competitiveness; no 2024 pay inflation changes for directors (review planned in 2025) .
- Attendance/engagement: No director fell below 75% attendance; committee cadence (Audit 8; Comp 4; Nominating 4) indicates active oversight; executive sessions at regular meetings enhance independent deliberation .
- Shareholder signals: Say-on-pay support exceeded 96% in 2024, indicating positive investor sentiment on compensation governance under committee leadership .
- Conflicts/RED FLAGS: No related-party transactions in 2024; hedging prohibited and pledging constrained; Compensation Committee Interlocks disclosure shows no reciprocal relationships; no pledging or loans disclosed for Leland. RED FLAGS: None identified in disclosed 2024–2025 proxy materials .
Implication: Leland’s finance and compensation governance background, independent status, and committee leadership are positives for investor confidence; absence of related-party transactions, strong say-on-pay, and clear anti-hedging/pledging policies mitigate conflict risks .