James Connor
Director at PLD
Board
About James Connor
James B. Connor (66) is an independent director of Prologis, Inc. (PLD) since October 2022 and serves as chair of the Board Executive Committee. He was previously Chairman and CEO of Duke Realty (NYSE: DRE) until its acquisition by Prologis in October 2022; earlier, he held executive and brokerage roles at Cushman & Wakefield. Connor holds a BBA with a minor in real estate finance from Western Illinois University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Duke Realty Corporation | Chairman & CEO; earlier leadership roles | CEO 2016–2022; joined 1998 | Led industrial logistics REIT; company acquired by Prologis in Oct 2022, bringing deep logistics expertise |
| Cushman & Wakefield | Executive and brokerage positions | Pre-1998 | Commercial real estate experience across brokerage and leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| EPR Properties | Trustee | Current | Experiential real estate oversight; adds cross-sector perspective |
| Healthpeak Properties, Inc. | Director | Current | Healthcare REIT oversight; complements PLD risk/governance breadth |
Board Governance
- Independence: The Board determined Connor is independent under NYSE and PLD guidelines; all Audit, Governance, and Compensation committees are 100% independent .
- Committee assignments: Executive Committee (chair); Executive Committee members are Connor, Irving Lyons III, and Hamid Moghadam; the Executive Committee took no actions in 2024 .
- Attendance: The Board held 4 meetings in 2024; all directors attended at least 75% of Board and applicable committee meetings; all attended the Annual Meeting .
- Overboarding policy: PLD reviews directors serving on 3+ public boards; Board concluded Connor’s simultaneous service (PLD, EPR, Healthpeak) does not impair effectiveness .
- Lead independent director: Irving F. Lyons III; executive sessions of independent directors held at every Board meeting .
Fixed Compensation
| Component | Amount (USD) | Detail |
|---|---|---|
| Annual cash retainer | $120,000 | Standard non-employee director retainer |
| Equity grant (DSUs) | $224,952 | 2,080 DSUs at $108.15 grant-date price (May 9, 2024); vest earlier of 1 year or next annual meeting; distribution deferred 3 years |
| Committee chair fee | $0 | Executive Committee chair has no cash retainer |
| Other compensation (charitable match) | $12,500 | Foundation match of qualifying donations |
| Total 2024 director compensation | $357,452 | Cash + DSUs + match |
Performance Compensation
| Item | Metric/Terms | 2024 Grant/Status |
|---|---|---|
| Performance-based pay | Not applicable | PLD director pay is cash + time-based DSUs; no performance metrics tied to director equity or cash |
| DSU vesting | Time-based | 2024 DSUs vest at earlier of one year or next annual meeting; distribution deferred 3 years; DSUs accrue DEUs while outstanding |
Other Directorships & Interlocks
| Company | Sector | Potential Interlock/Conflict Considerations |
|---|---|---|
| EPR Properties | Experiential real estate | No PLD-related party transactions; Board reviews overboarding—Connor found effective |
| Healthpeak Properties | Healthcare real estate | No related-party transactions; hedging/pledging prohibited; independence affirmed |
Expertise & Qualifications
- Logistics REIT leadership: 25+ years in industrial/logistics REITs; 7 years as public company CEO (Duke Realty) .
- Capital markets/real estate: Executive and brokerage background at Cushman & Wakefield; deep industry operating and investment experience .
- Education: BBA with minor in real estate finance (Western Illinois University) .
Equity Ownership
| Measure | Amount | Notes |
|---|---|---|
| Common shares beneficially owned | 4,234 | Includes trust for which spouse is trustee |
| Shares/units acquirable within 60 days (by May 11, 2025) | 403,782 | Includes scheduled vesting/exchangeable partnership units/DSU distributions |
| Total beneficial ownership | 408,016 | As of March 12, 2025 |
| DSUs/DEUs outstanding | 4,033 (2,133 unvested) | Receipt of all shares deferred until end of service, except 1,900 to be distributed in March 2026 |
| Ownership guidelines compliance | In compliance | Directors must hold 5x annual cash retainer ($600,000 as of 12/31/24); all directors compliant; hedging/pledging prohibited |
Governance Assessment
- Strengths
- Independent status; Executive Committee chair role indicating high Board confidence and engagement .
- Attendance and engagement at/above 75%; participation in a Board with annual independent executive sessions .
- Strong ownership alignment via DSUs, compliance with 5x retainer guidelines; prohibition on hedging/pledging .
- No related-party transactions reported; robust Code of Ethics, insider trading policy, and clawback framework for executives .
- Board responsiveness to shareholder rights (special meeting threshold reduced to 20%) enhances investor confidence .
- Watch items
- Overboarding: Connor serves on three public boards including PLD; Board assessed and found no impairment, but investors may monitor time commitments as a standing governance risk indicator .
- Executive Committee activity: Committee took no actions in 2024; while typical, investors may prefer clarity on when Executive Committee authority would be used .