Cristina Bita
About Cristina Bita
Cristina G. Bita, 46, has served as an independent director of Prologis (PLD) since May 2018 and is a member of the Audit Committee. She is Vice President of Finance at Google, acting as business finance officer for Platforms & Devices and Global Marketing; her 19-year Google tenure spans finance leadership across Android, Play, Chrome/ChromeOS, Photos, Google One, Devices & Services, Home & Health, plus prior service as chair of the Google Sustainability Board. She holds an MS in Finance (Boston College), a BS in Accounting (Salem State), and is a Certified Management Accountant (CMA) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Vice President of Finance; Business Finance Officer, Platforms & Devices, Global Marketing | 19 years (current) | Led global finance for Android, Play, Chrome/Chrome OS, Photos, Google One, Devices & Services, Home & Health; led Strategy, Insights/Analytics & Business Operations for Devices & Services; chaired Google Sustainability Board (past) | |
| Siemens/Osram | Corporate FP&A; Business Unit Controllership | Prior to Google | Core finance roles in controllership and planning |
External Roles
| Organization | Role | Tenure | Public Boards / Interlocks |
|---|---|---|---|
| Vice President of Finance; BFO | Current | No other public company directorships |
Board Governance
- Independence: The Board determined Bita is independent; 83% of directors are independent (all nominees except Moghadam and Letter) .
- Committee service: Audit Committee member; Audit met 9 times in 2024 and all members are designated “audit committee financial experts” and independent .
- Attendance: Board held 4 meetings in 2024; all directors attended ≥75% of Board/committee meetings; all attended the prior Annual Meeting .
- Lead independent director and executive sessions: Lead independent director role active; independent director executive sessions held at each regular Board meeting .
- Stock ownership and trading policies: Directors must hold 5x annual cash retainer ($600,000 as of 12/31/24); hedging and pledging are prohibited; all directors in compliance .
Fixed Compensation
- Structure and mix (2024): Annual cash retainer $120,000; annual equity awards $225,000 in DSUs (35% cash / 65% equity); lead independent director and committee chair retainers (Audit chair $37,500; Compensation $30,000; Governance $25,000); $1,500 excess meeting fee policy; program reviewed/benchmarked by Pay Governance in May 2024 .
- Individual compensation (FY 2024): | Component | Amount | |---|---| | Fees Earned or Paid in Cash ($) | $120,000 | | Stock Awards ($) | $224,952 (2,080 DSUs at $108.15 grant-date price; vest at next AGM or 1 year; distribution deferred ≥3 years) | | All Other Compensation ($) | $12,500 (charitable match) | | Total ($) | $357,452 |
- Deferred compensation: Elected deferral under the 2012 NQDC Plan; phantom shares balance 4,556 (incl. 109 DEUs earned in 2024) .
Performance Compensation
- Non-employee director pay is not performance-based; annual equity grants are time-vested DSUs with deferred settlement. No director bonus metrics or PSUs disclosed/applicable .
| Performance Metric | Applies to Directors? | Notes |
|---|---|---|
| TSR / Financial metrics | No | Director compensation comprises cash retainer and DSUs; no disclosed performance hurdles |
Other Directorships & Interlocks
| Item | Detail |
|---|---|
| Other public company boards | None |
| Compensation Committee interlocks (2024) | None; no member was an officer/employee; no interlocking relationships with company executives |
| Overboarding policy | Board reviews cases of service on ≥3 public boards; not applicable to Bita |
Expertise & Qualifications
- Finance, technology, sustainability: Senior finance leadership across multiple Google product platforms; past chair of Google Sustainability Board .
- Formal credentials: MS Finance (Boston College), BS Accounting (Salem State), CMA .
- Audit expertise: Audit Committee member; all Audit members designated “audit committee financial experts” .
Equity Ownership
| Metric | Value |
|---|---|
| Shares of Common Stock (3/12/2025) | 10,829 |
| Shares acquirable by 5/11/2025 (scheduled vest/distribution) | 1,603 |
| Total Beneficial Ownership | 12,432 |
| Ownership % of outstanding shares | <0.1% (*) |
| DSUs & DEUs outstanding (12/31/2024) | 5,636 total, of which 2,133 unvested; scheduled distributions: 1,603 (Jun 2026), 1,900 (Jun 2028), 2,133 (Jun 2029) |
| Phantom shares (2012 NQDC Plan) | 4,556 (incl. 109 DEUs in 2024) |
| Stock ownership guideline compliance | All directors compliant; 5x retainer ($600,000) threshold |
| Hedging / Pledging | Prohibited for directors |
Governance Assessment
- Board effectiveness: Bita brings senior finance, technology, and sustainability expertise aligned with Prologis’ strategic priorities (data/technology integration and Global Impact & Sustainability). Audit committee service and financial expert designation strengthen oversight of financial reporting and cybersecurity risk .
- Independence and engagement: Independent status; satisfactory attendance; participation in an all-independent Audit, Compensation, and Governance committee framework with executive sessions enhances oversight quality .
- Alignment: Meaningful equity via DSUs and phantom shares; adherence to 5x retainer ownership guideline; prohibition on hedging/pledging supports investor alignment .
- Conflicts/related party exposure: Company discloses no related party transactions; insider trading policy enforced; director overboarding policy in place (not applicable to Bita) .
- Shareholder confidence signals: Strong 2024 Say‑on‑Pay support (92%); governance reforms lowering voting thresholds to simple majority and reducing special meeting threshold to 20% in 2025 .
RED FLAGS: None disclosed—no related-party transactions; hedging/pledging prohibited; adequate attendance; no interlocks; equity-based alignment and independence affirmed .