Jeffrey Donnelly
About Jeffrey J. Donnelly
Independent director at Piedmont Office Realty Trust (PDM). Age 54; joined the board in February 2025. Currently Chief Executive Officer and director of DiamondRock Hospitality (NYSE: DRH); previously DRH Executive Vice President & Chief Financial Officer (2019–2024). Earlier: 22 years as Managing Director at Wells Fargo Securities and 7 years at AEW Capital Management as an asset manager/capital markets officer; CFA charterholder. Independence affirmed by PDM’s board under NYSE rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DiamondRock Hospitality (NYSE: DRH) | Chief Executive Officer and Director | CEO since 2024; prior EVP & CFO 2019–2024 | Led finance and now overall strategy at a hotel REIT; capital markets and REIT operating experience |
| Wells Fargo Securities, LLC (and predecessors) | Managing Director | 22 years (pre-2019) | Real estate capital markets; extensive transaction experience |
| AEW Capital Management, LP | Asset Manager & Capital Markets Officer | 7 years | Managed 12M sq ft across sectors; negotiated >$2B in sales, securitizations, financings |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Nareit | Advisory Board of Governors | Current | Industry leadership body for REITs |
| American Hotel & Lodging Association (AHLA) | Board of Directors | Current | Industry trade association |
| The Rubinstein-Taybi Syndrome Children’s Foundation | Founder | — | Philanthropic engagement |
Board Governance
- Independence: Board determined Donnelly is independent under NYSE standards.
- Committee assignments (current): None listed for 2024 committee rosters; Donnelly joined in February 2025, and no committee assignment is shown as of the proxy publication.
- Attendance: In 2024, each board member attended >75% of meetings; Donnelly joined in 2025, so 2024 attendance not applicable.
- Board structure: Separate Chair (Kelly H. Barrett) and CEO; Chair presides over executive sessions of independent directors.
- Meetings (2024): Board 9; Audit 6; Nominating & Corporate Governance 4; Compensation 6; Capital 4.
- Majority voting policy: Non-employee nominees tender resignation if “AGAINST” votes exceed “FOR”; board acts within 90 days.
- Term limits: Non-employee directors generally limited to 15 years (board can grant exceptions).
- ESG oversight: Nominating & Corporate Governance oversees ESG; quarterly management reports.
Fixed Compensation (Director)
| Component | Amount | Effective Date | Notes |
|---|---|---|---|
| Annual cash retainer (non-employee director) | $80,000 | 2024 | $87,500 for Audit Committee members (excl. Chair) in 2024 |
| Annual cash retainer (non-employee director) | $85,000 | Jan 1, 2025 | $95,000 for Audit Committee members (excl. Chair) effective 2025 |
| Board Chair additional retainer | $50,000 | 2024 | Increased to $60,000 effective 2025 |
| Committee Chair retainers | Audit $22,500; Compensation $17,500; Nominating & Gov $15,000; Capital $12,500 | 2024 | Each increased by $2,500 effective 2025 |
Notes:
- 2024 director compensation table does not include Donnelly (joined Feb 2025).
Performance Compensation (Director)
| Equity Component | Grant Value | Vesting | Policy/Timing |
|---|---|---|---|
| Annual equity award (non-employee director) | $100,000 | Vests on the earlier of next annual meeting or 1-year anniversary | Granted under 2007 Omnibus Incentive Plan; paid in common shares |
| Annual equity award (non-employee director) | $105,000 | Same as above | Effective Jan 1, 2025 |
| Initial appointment award | Applicable upon initial appointment | Same as above | Non-employee directors receive an award upon initial appointment or annually |
There are no performance metrics for director equity; awards are time-based.
Other Directorships & Interlocks
| Company | Ticker | Role | Potential Interlock/Overlap |
|---|---|---|---|
| DiamondRock Hospitality | DRH | CEO and Director | Hospitality REIT; distinct from PDM’s office focus; no PDM-related party transactions disclosed |
No related-party transactions with PDM involving Donnelly were disclosed for 2024–2025 YTD.
Expertise & Qualifications
- Real estate asset management and capital markets across office, retail, multifamily, industrial, and land; >$2B in transactions executed at AEW.
- Public company REIT C-suite experience (CFO and CEO at DRH).
- Long-tenured real estate investment banking experience (Wells Fargo Securities).
- CFA charterholder.
Equity Ownership
| Item | Value | As-of/Policy |
|---|---|---|
| Beneficial ownership (PDM common) | 0 shares (0.00%) | As of Feb 28, 2025 |
| Director ownership guideline | Lesser of 27,500 shares (effective Jan 1, 2025) or $400,000 | Board guideline |
| Compliance status | New directors (incl. Donnelly) have until 2031 to meet the guideline | |
| Hedging/Pledging | Prohibited by insider trading policy; no pledges by directors |
Governance Assessment
- Independence and fit: Independent under NYSE; background aligns with PDM’s capital markets and real estate needs; committee assignment not yet disclosed.
- Ownership alignment: Currently holds no PDM shares; policy gives new directors until 2031 to comply with robust ownership guidelines (27,500 shares or $400,000); hedging/pledging prohibited.
- Director pay structure: Balanced cash/equity with modest retainers and time-based equity; 2025 increases are measured; no perquisites.
- Board effectiveness context: Majority voting policy and 15-year term limits support refreshment; separate Chair/CEO structure; strong attendance in 2024; ESG oversight embedded in committee charters.
- Shareholder sentiment: 2024 say-on-pay support ~93%, signaling broad investor acceptance of compensation governance.
Red Flags / Monitoring
- Concurrent CEO role at DRH increases time commitments; monitor attendance and committee engagement as assignments are made. Fact base: active CEO and director of DRH; joined PDM in Feb 2025.
- As a new director, current PDM share ownership is 0; alignment improves as equity grants vest and guideline compliance progresses toward 2031.
No related-party transactions, tax gross-ups, or hedging/pledging arrangements involving directors were disclosed; insider trading policy prohibits such practices.