William Driscoll
About William L. Driscoll
William L. Driscoll (age 62) has served as an independent director of PotlatchDeltic since January 2004. He is a partner at Lincoln Park Partners (private commercial real estate/management), President of Tacoma Venture Fund, LLC (seed-stage venture fund, Pacific Northwest), and Chairman of Clearwater Management Company (registered investment adviser) since June 2016. His core credentials include real estate and property management, strategic planning, financial analysis, supply chain expertise, and experience in domestic/international forest and wood products; he has also served on the board of a data security company.
Past Roles
- Board member at a data security company (company not named in proxy); exposure to cybersecurity oversight and technology governance
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lincoln Park Partners (private commercial real estate & management) | Partner | Not disclosed | Real estate and property management expertise applied to board oversight |
| Tacoma Venture Fund, LLC (seed-stage venture fund) | President | Not disclosed | Early-stage investing perspective; regional network in Pacific Northwest |
| Clearwater Management Company (registered investment adviser) | Chairman | Since June 2016 | Capital markets/asset management oversight; governance of RIA operations |
Board Governance
- Independence: Independent under Nasdaq and company policy; only Chair Michael J. Covey and CEO Eric J. Cremers are not independent .
- Lead Independent Director: Lawrence S. Peiros serves as Lead Director (Vice Chair); board holds executive sessions of independent directors .
- Committee assignments (current/latest):
- Executive Compensation & Personnel Policies Committee: Member (2023, 2024) and served during 2024 (no interlocks) .
- Nominating & Corporate Governance Committee: Appointed Member in May 2024 .
- Attendance: Board met 4 times in 2024; no director attended less than 75% of Board and applicable committee meetings. In 2023, Board met 5 times; all directors had 100% attendance .
Fixed Compensation
| Year | Cash Fees ($) | Notes (cash) | Equity Grant ($) | RSU Details | Total ($) |
|---|---|---|---|---|---|
| 2024 | 85,722 | Includes prorated Nominating & Corporate Governance Committee member fee from May 9, 2024; elected to defer fees into stock units (1,994 units credited, incl. dividend equivalents) | 130,000 | 2024 annual director RSU grant (see Performance Compensation) | 215,722 |
| 2023 | 82,500 | Elected to defer fees into stock units (1,779 units credited, incl. dividend equivalents) | 130,000 | 2023 annual director RSU grant | 212,500 |
Additional program terms (unchanged across 2024): Annual cash retainer $75,000; supplemental annual retainers—Lead Director $25,000; Committee retainers—Audit member $12,000/Chair $20,000; Compensation member $7,500/Chair $15,000; Nominating member $5,000/Chair $12,500 .
Performance Compensation
| Grant Date | Instrument | Grant Value | Units/Structure | Vesting | Dividend Equivalents |
|---|---|---|---|---|---|
| May 9, 2024 | Restricted Stock Units (Director annual grant) | 130,000 | 3,026 RSUs per director (based on grant date close) | Vest on first anniversary of grant date; accelerated vesting in limited retirement scenarios | RSUs are credited with stock units equal in value to distributions paid on common stock |
| May 4, 2023 | Restricted Stock Units (Director annual grant) | 130,000 | 2,901 RSUs per director | Vest on first anniversary of grant date; retirement treatment per plan | Dividend equivalents accrue in stock units |
- Performance metrics: None for director equity; RSUs are time-based (no TSR/financial metrics) .
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None disclosed for Driscoll |
| Private/other roles | Lincoln Park Partners (Partner); Tacoma Venture Fund (President); Clearwater Management Company (Chairman) |
| Compensation Committee interlocks | None; in 2024 Driscoll and all Compensation Committee members were independent, not officers; no reciprocal interlocks with company executives |
Expertise & Qualifications
- Real estate and commercial property management; joint venture evaluation and management
- Strategic planning and financial analysis; global purchase and supply chain management
- Forest and wood products industry experience (domestic and international)
- Technology/cyber exposure via service on board of data security company
Equity Ownership
| As of | Beneficial Ownership (Shares) | % of Class | Common Stock Units (Deferred/Unvested) | Notes |
|---|---|---|---|---|
| March 1, 2025 | 242,687 | <1% | 96,561 | Includes: 47,988 held directly; 101,991 in trusts where he shares voting power; 87,110 in trusts where he is trustee/investment advisor with shared voting/investment power; 5,231 via LLC where he is manager; disclaims beneficial ownership except shares held directly; has power to substitute assets for 367 shares in a trust over which he currently has no voting or investment power |
| March 1, 2024 | 290,645 | <1% | 87,547 | Includes: 49,891 held directly; 136,078 in trusts with shared voting power; 99,078 in trusts with shared voting and investment power; 5,231 via LLC; disclaims beneficial ownership except direct shares; substitution power for 367 shares in a trust without current voting/investment power |
- Director stock ownership guideline: 5x annual cash retainer; as of December 31, 2024, all non-employee directors were in compliance or within five-year phase-in .
Related-Party Exposure and Policies
- Related-party transactions: None required disclosure in 2024; none required Audit Committee approval under policy .
- Hedging/pledging: Directors are prohibited from hedging company securities; directors and executive officers are prohibited from pledging company securities except in limited circumstances with Compensation Committee approval .
Say-on-Pay & Shareholder Feedback (Contextual Governance Signal)
- Say-on-pay approval: Over 96% support in 2024; over 95% in 2023 .
Governance Assessment
-
Strengths
- Long-tenured independent director (since 2004) with deep industry, real estate, and finance skills aligned to PCH’s timber REIT model; serves on key governance (Nominating) and pay (Compensation) committees .
- Strong engagement indicators: 2024 board/committee attendance thresholds met by all directors; active committee participation; robust lead independent structure with regular executive sessions .
- Ownership alignment: Significant beneficial ownership (242,687 shares as of March 1, 2025) plus substantial deferred/common stock units; directors in compliance with 5x retainer guideline .
- Clean conflicts: No related-party transactions; prohibitions on hedging/pledging reduce misalignment risk .
- Director pay balanced between cash and time-based equity with transparent terms; use of deferrals into stock units further aligns incentives .
-
Watch items
- External roles in investment and real estate (venture fund, RIA, property management) warrant continued monitoring for any potential future related-person transactions (none disclosed to date) .
- Not a committee chair currently; governance influence exercised through membership rather than chair roles (Nominating Chair is Lenore M. Sullivan; Audit Chair is Linda M. Breard; Compensation Chair is D. Mark Leland) .
RED FLAGS: None observed in filings regarding attendance shortfalls, related-party transactions, hedging/pledging, or compensation interlocks for Driscoll .