John Guinee
About John W. Guinee
John W. Guinee, age 69, has served as an independent director of Plymouth Industrial REIT since January 2021. He is a capital markets consultant and private real estate investor with prior senior roles spanning REIT research, investment leadership, and development; he holds a BA in economics and an MBA from the University of Virginia (Darden) . He is designated independent under NYSE rules and serves across multiple board committees, including Audit (as a financial expert), Compensation, Cybersecurity, and Real Estate Investment .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Stifel | Managing Director; REIT research coverage (40+ REITs) | Mar 2005–Jul 2020 | Innovated REIT valuation methods (replacement cost premiums/discounts; value creation over time) |
| Duke Realty (NYSE: DRE) | EVP & Chief Investment Officer | Mar 2003–Mar 2005 | Participated in transition from office/industrial to industrial-only REIT |
| Charles E. Smith Residential Realty | EVP & Chief Investment Officer | Prior to 2003 | Led portfolio growth from 17k to 30k units; moved to multi-market urban strategy |
| LaSalle Investment Management/LaSalle Partners | Managing Director | 1985–1996 | Institutional real estate investment leadership |
| Hines | Development Officer (San Francisco) | 1982–1985 | Ground-up development experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Artemis Real Estate Partners | Advisory Board Member | Current | Advisory capacity, no related party transactions disclosed with PLYM |
| Irvine Nature Center | Board Member | Current | Non-profit board service |
Board Governance
- Independence: Board determined Guinee is independent under NYSE rules and Company Guidelines .
- Committee memberships: Audit (financial expert), Compensation, Cybersecurity, Real Estate Investment .
- Lead Independent Director: David G. Gaw; independent sessions quarterly and for the Audit Committee .
- Meeting cadence and attendance: Board held 7 meetings in 2024; all directors attended at least 75% of Board meetings and all meetings of their committees .
- Executive sessions: Independent directors met in executive session four times in 2024 .
- Annual meeting attendance: None of the directors then serving attended the 2024 Annual Meeting (attention point) .
Fixed Compensation (Director)
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $60,000 | Non-employee director retainer |
| Audit Committee member retainer | $5,000 | Applies to each non-chair Audit Committee member |
| Committee chair fees | $0 | Guinee is not a chair; Audit chair $12,500; Comp chair $10,000; Nominating chair $7,500 (for reference) |
| Meeting fees | $0 | Not disclosed; compensation structured as retainer + equity |
| 2024 cash actually paid (Guinee) | $60,000 | Fees Paid in Cash column |
| Other cash retainers (Guinee) | $5,000 | Reflects committee retainer |
Performance Compensation (Director)
| Component | Grant Value | Vesting | Notes |
|---|---|---|---|
| Annual restricted stock | $60,000 | Vests on the earlier of next annual meeting or first anniversary; continued service required | |
| Options/PSUs | Not applicable | — | No options disclosed for directors; director equity is time-based restricted stock |
No performance metrics are tied to director compensation; director equity is time-based only .
Other Directorships & Interlocks
| Company/Entity | Type | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Artemis Real Estate Partners | Private investment | Advisory Board | No related party transactions disclosed with PLYM |
| Irvine Nature Center | Non-profit | Board | None disclosed |
Expertise & Qualifications
- Audit committee financial expert (SEC/NYSE definition) .
- Capital markets and valuation expertise with REIT focus; led development of alternative valuation frameworks .
- Prior CIO roles across industrial and multifamily REITs; extensive transaction and portfolio strategy credentials .
- Education: BA (Economics) and MBA (UVA/Darden) .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Beneficial ownership (shares) | 40,800 | <1% of outstanding shares |
| Vested vs. unvested | Not broken out for directors | Aggregate disclosure shows outstanding stock awards for all non-employee directors below |
| Outstanding stock awards held (as of 12/31/2024) | 2,842 | For each non-employee director |
| Pledging/hedging | Prohibited | Anti-hedging and anti-pledging policies in place |
Signals, Conflicts, and Risk Indicators
- Independence and committee load: Guinee is independent and serves on four committees, which supports governance coverage but raises bandwidth considerations; he is designated an audit financial expert .
- Attendance: Board-wide attendance ≥75% and full committee attendance; however, no director attended the 2024 annual meeting—this is a governance optics issue even if policy only “encourages” attendance (RED FLAG) .
- Related-party transactions: None involving directors or Guinee disclosed for FY2024+; related party transaction policy administered by Nominating & Governance .
- Anti-hedging/anti-pledging: Strong alignment policy; clawback provisions apply to awards under the Incentive Plan .
- Say-on-pay and shareholder feedback: Strong support—2025 advisory vote For 35,738,777 vs Against 595,019; frequency “1 year” affirmed—suggests confidence in compensation governance .
Director Compensation Summary (2024)
| Name | Fees Paid in Cash | Other Retainers | Total |
|---|---|---|---|
| John W. Guinee | $60,000 | $5,000 | $124,995 (includes equity grant fair value rounding) |
Footnotes:
- Annual equity grant to directors is $60,000; restricted stock awards vest by next annual meeting or first anniversary .
- As of 12/31/2024, each non-employee director held 2,842 outstanding stock awards; no outstanding options .
Board Governance Context (PLYM)
| Item | Details |
|---|---|
| Board independence | 6 of 8 directors independent; lead independent director in place |
| Committees | Audit, Compensation, Nominating & Governance, Cybersecurity, Sustainability, Real Estate Investment—core committees comprised of independent directors where required |
| Audit Committee | Chair: Gaw; members: Cottone, Gaw, Guinee, Stephenson; three financial experts (Gaw, Guinee, Stephenson); met 8 times in 2024 |
| Compensation Committee | Chair: DeAgazio; members: Cottone, DeAgazio, Guinee; met 2 times in 2024; independent consultant Ferguson Partners engaged; peer group at median size |
| Cybersecurity Committee | Chair: Gaw; members: Gaw, Guinee, Witherell; met 2 times in 2024 |
| Real Estate Investment Committee | Chair: White; members: Cottone, Guinee, Witherell, White; established Jan 14, 2025 |
| Executive sessions | Independent directors met in executive session quarterly |
Say-on-Pay & Shareholder Feedback (2025)
| Proposal | For | Against | Abstain | Broker Non-Vote |
|---|---|---|---|---|
| Advisory vote on executive compensation | 35,738,777 | 595,019 | 98,703 | 2,601,762 |
| Frequency of advisory votes | 1 year: 34,994,012 | 2 years: 256,698 | 3 years: 1,102,779 | Abstain: 79,010 |
Governance Assessment
- Strengths
- Independent status and designation as an audit financial expert increase board effectiveness and financial oversight .
- Broad REIT capital markets and CIO experience aligns well with PLYM’s industrial portfolio and investment strategy; adds depth to Real Estate Investment Committee deliberations .
- Director compensation emphasizes equity (time-based RS) and modest cash retainers, with anti-hedging/pledging and clawback—alignment-friendly structure .
- Areas to monitor
- Annual meeting attendance: 2024 non-attendance by all directors—even if policy is “encourage”—is a reputational red flag and can be raised in investor governance dialogues (RED FLAG) .
- Committee bandwidth: Service on Audit, Compensation, Cybersecurity, and Real Estate Investment committees may stretch capacity; ensure ongoing attendance and engagement remain high .
- External affiliations: Artemis Real Estate Partners advisory role—no related transactions disclosed, but monitor for any future dealings or perceived conflicts .