Earl Webb
About Earl E. Webb
Earl E. Webb (age 68) has served as an independent trustee of Pebblebrook Hotel Trust since December 2009. He chairs the Audit Committee and sits on the Compensation Committee; the Board has identified him as an “audit committee financial expert.” He brings senior executive experience in real estate capital markets and financial services, with a B.S. from the University of Virginia and an M.B.A. from Northwestern’s Kellogg School of Management .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| 9th Green Advisors LLC | Founder & Managing Partner | Since Apr 2021 | Commercial real estate advisory across North America |
| Avison Young, LLC | Chairman, Global Capital Markets; Board Director | Sep 2009–Apr 2021 | Audit and Executive Committees |
| JLL (Jones Lang LaSalle) | CEO, Capital Markets Group – Americas | Jan 2003–Aug 2009 | Led strategic direction and management of capital markets activities |
| Jones Lang LaSalle Americas, Inc. | CEO | Feb 1999–Dec 2002 | Senior leadership of U.S. platform |
| Continental Illinois National Bank | Second Vice President, Capital Markets Group | 1981–1985 | Capital markets roles |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| University of Virginia Center for Real Estate & Built Environment; McIntire Foundation | Board Member | Not disclosed | Academic board governance |
| George Smith Partners / AXCS Capital | Advisory Board Member | Not disclosed | Advisory on real estate finance |
| Airwavz Solutions Inc. | Advisory Board Member | Not disclosed | In‑building wireless advisory |
Prior public company board experience is noted with JLL and Players International (historical) .
Board Governance
- Independence: Webb is one of six independent trustees (86% independent board) .
- Committee assignments: Audit (Chair; financial expert), Compensation (member); Audit Committee members are independent and financially literate .
- Attendance: Board held four regular meetings in 2024; each trustee attended 100% and independent trustees held executive sessions at each meeting . Committees each met four times; no member attended less than 75% .
- Lead Independent Director: Bonny W. Simi (also Nominating & Corporate Governance Committee Chair) .
| Item | Detail |
|---|---|
| Board independence | 6 of 7 trustees independent; includes Webb |
| Lead Independent Director | Bonny W. Simi |
| Executive sessions | At each of the four regular board meetings |
| Audit Committee | Webb (Chair, financial expert); Donnell, Jackson, Simi (financial experts) |
| Compensation Committee | Jackson (Chair), Miller, Schall, Webb |
| 2024 attendance | Board: 100% for each trustee; Committees: none <75% |
Fixed Compensation
| Component | Amount | Structure/Notes |
|---|---|---|
| Annual retainer | $155,000 | At least 50% paid in Common Shares; up to 100% at trustee’s election |
| Audit Committee Chair fee | $20,000 | Additional annual fee for chair role |
| Meeting fees | None | No per‑meeting fees |
| One‑time onboarding grant | 2,500 restricted Common Shares | Three‑year pro‑rata vesting upon joining board |
| 2024 total paid (Jan 2025) | $175,000 | Webb elected to receive 60% in shares (7,674 shares at $13.68) |
Performance Compensation
| Item | Disclosure |
|---|---|
| Performance‑based components for directors | None disclosed; director pay is cash/equity retainer and chair fees without performance metrics |
Other Directorships & Interlocks
| Company/Institution | Role | Public/Private | Notes |
|---|---|---|---|
| JLL; Players International | Prior public board experience | Public (historical) | As disclosed in proxy biography |
| University of Virginia (two boards) | Board Member | Non‑profit/Academic | Governance roles |
| George Smith Partners / AXCS Capital | Advisory Board Member | Private | Real estate finance advisory |
| Airwavz Solutions Inc. | Advisory Board Member | Private | Technology (in‑building wireless) |
No related‑party transactions or conflicts involving Webb are disclosed; the company has a formal conflict policy and investment restrictions for trustees (e.g., prohibiting ≥5% controlling interests in hotel assets without approvals) .
Expertise & Qualifications
- Capital markets leadership (JLL, Avison Young) with deep real estate transaction expertise .
- Audit committee financial expert designation; significant financial literacy .
- Governance experience across corporate and academic boards .
Equity Ownership
| Holder | Common Shares & LTIP Units Beneficially Owned | Percent of Shares Outstanding |
|---|---|---|
| Earl E. Webb | 50,756 | Less than 1% |
- Ownership guidelines: Independent trustees must hold equity valued at least 3x annual compensation within 5 years; all trustees are in compliance as of 12/31/2024 .
- Hedging/pledging: Company prohibits hedging and pledging of company securities by officers, trustees, and employees .
Say‑on‑Pay & Shareholder Voting Signals
| Proposal (2025 Annual Meeting) | For | Against | Abstain | Broker Non‑Votes |
|---|---|---|---|---|
| Say‑on‑pay (advisory) | 101,922,811 | 7,819,667 | 25,536 | 2,484,922 |
| Webb election as trustee | 102,974,910 | 6,778,940 | 14,164 | 2,484,922 |
| Equity plan amendment | 104,409,145 | 5,333,851 | 25,018 | 2,484,922 |
Prior year proxy notes over 90% say‑on‑pay approval at the 2024 annual meeting; average ~90% since 2011 .
Governance Assessment
- Strengths: Independent, long‑tenured audit chair and identified financial expert; 100% board attendance; committee service on compensation; significant equity alignment with required ownership guidelines; prohibitions on hedging/pledging enhance alignment; high say‑on‑pay support signals investor confidence in compensation governance .
- Potential watch‑items:
- Board refreshment: Non‑executive trustee tenure skew is high (>10 years: 83%); Webb’s tenure since 2009 suggests ongoing focus on refreshment and skill mix is warranted .
- Annual meeting attendance optics: Trustees historically do not attend annual meetings and did not attend in 2024; while policy‑consistent, some investors prefer attendance for accountability .
- Conflicts: No related‑party transactions or pledging/hedging issues disclosed for Webb; company maintains robust conflict and insider trading policies, including restrictions on trustees’ hotel investments and a comprehensive clawback policy .
Overall signal: Webb’s audit leadership, financial expertise, and consistent engagement support board effectiveness; long tenure and meeting attendance optics are areas for continued monitoring, but shareholder voting outcomes and ownership alignment mitigate concern .