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Brian P. Anderson

Director at PULTEGROUP INC/MI/PULTEGROUP INC/MI/
Board

About Brian P. Anderson

Brian P. Anderson, age 74, has served on PulteGroup’s board since 2005 and is currently an independent director designated as an audit committee financial expert. His core credentials include prior CFO roles at Baxter International (1998) and OfficeMax (2004), audit partner experience at an international public accounting firm, and extensive public-company board service; the Board has affirmatively determined his independence under NYSE standards and company guidelines .

Past Roles

OrganizationRoleTenureCommittees/Impact
OfficeMax IncorporatedExecutive Vice President of Finance & Chief Financial Officer2004Senior finance leadership; SEC reporting and risk oversight
Baxter International Inc.Senior Vice President & Chief Financial Officer1998Global finance leadership; complex financial reporting
International public accounting firmAudit PartnerNot disclosedAudit leadership experience; internal controls and risk
W.W. Grainger, Inc.Director; former Lead Director1999–2022Governance leadership; audit committee experience
A.M. Castle & Co.Director; former Chairman2005–2016Board leadership; oversight of audit/finance

External Roles

OrganizationRoleTenureNotes
Stericycle, Inc.Director2017–2024Public company board experience
James Hardie Industries plcDirector2006–2020Public company board experience
Center for Audit QualityGoverning Board MemberNot disclosedProfession-wide audit governance experience

Board Governance

  • Committee assignments: Audit Committee member; Finance and Investment Committee member; audit committee financial expert (with Actis‑Grande and Hawaux) .
  • Independence: Board determined Anderson is independent in accordance with Corporate Governance Guidelines and NYSE listing standards .
  • Attendance: Board met 6 times in 2024; each director attended at least 90% of aggregate Board and committee meetings during their service; all directors attended last year’s annual meeting .
  • Committee activity levels (2024): Audit Committee met 8 times; Finance and Investment met 6 times; Nominating and Governance met 7 times; Compensation and Management Development met during 2024 with independent consultant oversight .
  • Board leadership: Non‑Executive Chairman is Thomas J. Folliard; executive sessions of non‑management directors are held regularly .
  • Refreshment policy: No director shall stand for election after age 75, enhancing refreshment; Anderson is age 74 (close to policy threshold) .

Fixed Compensation

Component (2024)AmountNotes
Annual cash retainer$95,000Standard non‑employee director cash fee
Committee chair fees$0Not a committee chair; Audit chair earns $30,000; other chairs $25,000
Non‑Executive Chairman fee$0Not applicable; Chairman fee is $75,000
Meeting fees$0Not disclosed/none; compensation structured via retainers
Total cash earned$95,0002024 director compensation table

Program details (all non‑employee directors, 2024):

  • Cash retainer $95,000; Audit Committee Chair $30,000; other committee chairs $25,000; Non‑Executive Chairman $75,000 .

Performance Compensation

Equity ElementGrant DateShares GrantedGrant Date Fair ValueVesting/Features
Annual equity retainer (common shares)May 6, 20241,528$180,075Fully vested at grant; number determined by $180,000 ÷ avg high/low on grant date

Additional features:

  • Deferred equity/cash optionality via Director Deferred Compensation Plan; Anderson shows no deferred share units outstanding as of 12/31/2024 .
  • As of year‑end 2024, non‑employee directors did not hold any other equity awards (e.g., options, RSUs/PSUs) .

Other Directorships & Interlocks

CompanyRoleYearsPotential Interlocks/Notes
W.W. Grainger, Inc.Director; former Lead Director1999–2022Industrial distribution; no disclosed PHM related‑party ties
James Hardie Industries plcDirector2006–2020Building materials; supplier adjacency but no related‑party transactions disclosed
Stericycle, Inc.Director2017–2024Environmental services; no disclosed PHM related‑party ties
A.M. Castle & Co.Director; former Chairman2005–2016Metals distribution; no disclosed PHM related‑party ties

Expertise & Qualifications

  • Deep finance and audit expertise: former CFO of Baxter and OfficeMax; prior audit partner; designated audit committee financial expert .
  • Risk management and financial reporting oversight: extensive experience with complex SEC reporting and internal controls .
  • Governance leadership: prior Lead Director and Chairman roles; service on governing board of the Center for Audit Quality .

Equity Ownership

MetricValueNotes
Total beneficial ownership (shares)56,617Includes 3,000 shares jointly with spouse
Ownership as % of outstanding<1%Less than 1% per beneficial ownership table
Options (exercisable/unexercisable)0 / 0Non‑employee directors held no other equity awards as of 12/31/2024
Deferred share units outstanding0Anderson shows “—” in deferred units table
Ownership guidelines≥5× annual cash retainerMust be met within 5 years; all continuing non‑employee directors have met or are expected to meet

Governance Assessment

  • Strengths
    • Independent director with audit committee financial expert designation; sits on the Audit and Finance & Investment Committees, aligning skills to oversight needs .
    • Robust engagement: ≥90% attendance; active committees (Audit met 8x; Finance & Investment 6x) indicate regular participation in key oversight areas .
    • Pay mix favors equity retainer ($180,075 vs $95,000 cash), supporting ownership alignment; no options or special perquisites; deferral available but none used by Anderson .
    • No related‑party transactions disclosed for Anderson; Board affirmed independence .
  • Watch items
    • Tenure and age: 20 years of service and age 74—Board policy precludes standing for election after 75; potential near‑term refresh implications and succession planning considerations .
    • External board exposure largely historical (several roles concluded), reducing current interlock risk; James Hardie’s industry adjacency warrants continued monitoring for any supplier relationships, though none disclosed as related‑party .

RED FLAG considerations: Approaching age‑based refresh limit (75) may trigger near‑term board turnover; investors should monitor continuity plans and committee expertise backfill .