Kristy M. Pipes
About Kristy M. Pipes
Independent director and Lead Independent Trustee of Public Storage (PSA). Age 65; joined the Board in October 2020; appointed Lead Independent Trustee in May 2024. Former Managing Director and Chief Financial Officer of Deloitte Consulting with deep finance, risk, and technology oversight experience. Current PSA committee roles: Audit Committee Chair and member of the Nominating, Governance & Sustainability (NGS) Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Deloitte Consulting | Managing Director and Chief Financial Officer; member of Management Committee and Consulting Operations Committee | 1999–2019 | Led finance; significant financial reporting and risk management responsibilities . |
| Transamerica Life Companies | Vice President and Manager, Finance Division | Prior to 1999 | Finance leadership experience . |
| First Interstate Bank of California | Senior Vice President and Chief of Staff to the President & CEO (and other senior roles) | Prior to 1999 | Management and operational oversight . |
| PS Business Parks (public affiliate; now sold) | Director | 2019–July 2022 | Public board experience in REIT sector . |
| Public Storage | Lead Independent Trustee | Since May 2024 | Presides over executive sessions; leadership in board refreshment and governance . |
External Roles
| Company | Role | Since/Notes |
|---|---|---|
| AECOM (NYSE: ACM) | Director | Joined October 2022 . |
| ExlService Holdings, Inc. (NASDAQ: EXLS) | Director | Current as of 2025 proxy . |
| Savers Value Village (NYSE: SVV) | Director | Current as of 2025 proxy . |
Board Governance
- Independence and leadership: Pipes is independent and serves as Lead Independent Trustee (since May 2024). She also chairs Audit and serves on NGS; all members of the Audit, CHC, and NGS committees are independent .
- Audit Committee scope: Oversees financial reporting integrity, auditor independence and performance, internal audit, ERM, and cybersecurity/data privacy; committee met 7 times in 2024. All five Audit Committee members qualify as “financial experts” under SEC/NYSE criteria .
- NGS scope: Board composition, governance policy, stock ownership guidelines, and sustainability oversight; NGS met 5 times in 2024 .
- Attendance: Board held 4 meetings in 2024; all trustees serving attended the 2024 annual meeting. Each trustee other than Mr. Mitra attended at least 75% of applicable meetings (implies Pipes met ≥75%) .
- Board structure: Chairman separate from CEO; Lead Independent Trustee presides over executive sessions and assists recruitment and strategic consultation. 83% of nominees independent; committees 100% independent .
- Board service limits: Trustees may not serve on more than three public company boards (including PSA) without NGS approval; all trustees are in compliance (Pipes serves on three other public company boards, with policy compliance confirmed by the Board) .
Fixed Compensation
| Component (Directors) | Amount | Notes |
|---|---|---|
| Annual Board cash retainer | $120,000 | Paid quarterly; directors can elect deferrals . |
| Lead Independent Trustee supplemental | $25,000 | Annual supplemental retainer . |
| Committee Chair supplemental (Audit) | $25,000 | Annual supplemental retainer . |
| Committee member retainer (NGS) | $12,500 | Annual per-committee member . |
| Pipes – 2024 cash fees | $186,181 | Reflects role-based retainers and proration for Lead Independent Trustee beginning May 2024 . |
Performance Compensation
| Grant | Grant date | Vehicle | Amount/Units | Vesting | Notes |
|---|---|---|---|---|---|
| Annual director equity | May 7, 2024 | Options or AO LTIP Units (director’s election) | 3,600 units; grant-date fair value $180,031 | Vests 1 year from grant | Standard annual grant; Pipes included in non-management trustees receiving grant . |
| One-time onboarding award (policy) | At initial election | Options or AO LTIP Units | $540,000 (Black-Scholes value) | Vests in full at 1 year | Company policy for new directors (Pipes joined in 2020; policy describes structure) . |
Director equity awards are time-based (not performance-conditioned) and align directors with shareholders; the annual grant is made after the annual meeting and vests after one year .
Other Directorships & Interlocks
| Area | Details |
|---|---|
| Other current public company boards | AECOM; ExlService Holdings; Savers Value Village . |
| Interlocks | Compensation Committee disclosed no interlocks or insider participation in 2024; Pipes is not on CHC . |
| Related-party transactions | On appointment (2020), PSA disclosed no transactions for Ms. Pipes requiring Item 404(a) disclosure . |
Expertise & Qualifications
- Financial reporting and risk oversight: Former CFO of Deloitte Consulting; recognized as an Audit Committee financial expert (committee as a whole comprises financial experts) .
- Cybersecurity/data privacy oversight: Brings cyber/data privacy experience; Audit Committee oversees cybersecurity and AI-related risks with quarterly reporting from management .
- Governance leadership: Lead Independent Trustee role; NGS member shaping governance, succession, and sustainability oversight .
Equity Ownership
| Ownership (as of Mar 3, 2025) | Amount | Notes |
|---|---|---|
| Directly owned PSA common shares | 2,149 | Beneficial ownership table . |
| AO LTIP Units (subject to conversion) | 29,150 | Counted as subject to rights to acquire within 60 days; see plan terms . |
| Total beneficially owned | 31,299 | <1% of shares outstanding . |
| AO LTIP Units outstanding (12/31/2024) | 34,417 (25,762 vested & exercisable) | Year-end outstanding detail . |
| Pledging/Hedging | No pledging by trustees or officers; hedging prohibited by policy . | |
| Ownership guidelines | Directors must hold 5× annual cash retainer (5×$120,000 = $600,000) within 5 years; unvested awards and AO LTIP Units pre-conversion do not count . | |
| Guideline alignment (indicative) | 2,149 shares × $311.04 (3/3/2025 close) ≈ $668,000 | Exceeds $600,000 guideline using direct shares only; company confirms all trustees with ≥5 years service are in compliance (Pipes’ five-year mark is Oct 2025) . |
Insider Trades
| Period checked | Result |
|---|---|
| 2023-01-01 to 2025-11-20 | No Form 4 transactions for “Kristy M. Pipes” at PSA found via insider-trades skill (Form 4 search). |
Note: Insider-trades skill query returned “No insider trades found” for the above period as of 2025-11-20.
Governance Assessment
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Strengths
- Independent leadership: Lead Independent Trustee and Audit Chair roles strengthen oversight, with robust committee charters and frequent Audit Committee engagement on ERM and cybersecurity (7 Audit meetings in 2024) .
- Financial expertise: Deep CFO track record and committee financial expert composition support high-quality financial reporting oversight .
- Alignment and safeguards: Director equity grants and ownership guidelines; anti-hedging and no-pledging policies enhance alignment with shareholders .
- Shareholder support: Say-on-Pay garnered 96.5% support in 2024, indicating confidence in compensation governance .
- No related-party exposure: No Item 404(a) transactions on appointment; CHC Committee reported no interlocks/insider participation in 2024 .
-
Watch items
- Board commitments: PSA limits directors to no more than three public company boards without NGS approval; Pipes sits on three additional boards (AECOM, EXLS, SVV). The NGS Committee annually reviews commitments and confirmed all trustees comply with the policy as of 2025, mitigating overboarding risk but warrants continued monitoring given lead and chair responsibilities .
- Concentration of responsibilities: Dual roles as Lead Independent Trustee and Audit Chair centralize oversight—effective thus far but should be periodically evaluated in board succession planning and workload assessments .
Overall: Pipes brings material finance, risk, and technology oversight expertise and currently serves in the Board’s most critical independent leadership roles (Lead Independent Trustee; Audit Chair). Policies on hedging/pledging, ownership, and committee independence, plus no related-party exposure, support investor confidence. Continued monitoring of external board load and succession planning for key committee leadership is prudent .
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