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Murray J. McCabe

Director at Sunstone Hotel Investors
Board

About Murray J. McCabe

Independent director of Sunstone Hotel Investors (SHO) since April 28, 2016; age 57. Founder and Managing Partner at Montgomery Street Partners, and former Managing Director and Global Head of Real Estate & Lodging Investment Banking at JPMorgan (1992–Aug 2012). Holds a B.A. in Finance from the University of Texas at Austin. Board skills matrix cites strengths across accounting/financial expertise, capital markets, REITs/real estate investing, governance, and risk management.

Past Roles

OrganizationRoleTenureCommittees/Impact
JPMorgan Chase & Co.Managing Director; Global Head, Real Estate & Lodging Investment Banking1992 – Aug 2012Member, M&A Fairness Opinion Committee (2001–2002); Investment Banking Coverage Management Committee (2010–2012); Board of JPMorgan Real Estate Advisors
Columbia Property Trust (NYSE: CXP)Director (prior to sale)Until 2021Served until company’s sale in 2021

External Roles

OrganizationRoleStatusNotes
Montgomery Street Partners, L.P.Founder & Managing PartnerCurrentInvestment firm leadership
RREEF America REIT II Inc.DirectorCurrentDiversified real estate investment company (~$15B assets)
Univ. of Texas, McCombs SchoolExecutive Council member, Real Estate Finance & Investment Center; Advisory Board, REIT Investment FundsCurrentAcademic/industry advisory roles
Other public company boardsNone currently“Other Public Company Boards” column is blank for McCabe

Board Governance

  • Independence: Board determined all directors other than the CEO are independent (applies to McCabe).
  • Committee assignments (2025): Member, Nominating & Corporate Governance (NCG) Committee; not on Audit or Compensation.
  • Committee leadership: Not a chair; NCG chaired by W. Blake Baird.
  • Attendance: In 2024, Board met six times; all directors attended 100% of Board and their committee meetings.
  • Executive sessions: Independent directors held executive sessions at least quarterly in 2024; executive sessions at each regularly scheduled Board meeting.
  • Chair/lead: Board Chair (Pasquale) is independent; CEO/Chair roles separated.

Fixed Compensation (Director)

YearCash Fees (Earned)Equity Awards (Grant-date fair value)Meeting Fees PolicyCommittee FeesNotes
2024 (actual – McCabe)$77,500 $100,942 $1,500 per Board/Committee meeting above 8 per 12 months Member: $10,000; Chair: $20,000 (per committee) Equity awards to directors vest upon grant; 2024 annual equity retainer structured at $105,000
2025 (program)Annual cash retainer increased to $70,000 (Board-wide) Annual equity retainer increased to $115,000 (Board-wide) Same as 2024 Same as 2024 Directors also eligible for up to $5,000 hotel room/tax credit and $5,000 charitable match
  • Total 2024 compensation (McCabe): $178,442 (cash $77,500 + equity $100,942).
  • Director compensation limit: Total cash + equity per non-employee director capped at $750,000 per calendar year under the 2022 Plan.

Performance Compensation

  • Non-employee director compensation is not performance-based; equity is granted as fully vested stock and vests upon grant; no performance metrics apply.

Other Directorships & Interlocks

Company/EntityTypeRoleCommittee RolesInterlock/Conflict Notes
RREEF America REIT II Inc.Private/diversified REITDirectorNot disclosedNo SHO related-party transaction disclosed
Columbia Property Trust (NYSE: CXP)Public (until 2021 sale)Former DirectorNot disclosedService ended at sale in 2021
Other public boardsPublicNone currently“Other Public Company Boards” blank for McCabe
  • Related-party transactions: Company reports no related-party transactions since the beginning of fiscal 2024; NCG must approve any such transactions >$120,000 involving directors/officers or their 5%+ interests.

Expertise & Qualifications

  • Capital markets and REIT/real estate investing expertise; extensive M&A and fairness committee experience (JPMorgan).
  • Accounting/financial expert, corporate governance/IR, capital markets, risk management per Board skills matrix.
  • Industry depth in hotels/real estate and executive leadership experience.
  • Education: B.A. in Finance, University of Texas at Austin.

Equity Ownership

HolderShares Beneficially Owned% of OutstandingNotes
Murray J. McCabe95,897 <1.0% Based on 201,198,892 shares outstanding as of Mar 5, 2025
Director Ownership Guideline5x annual cash retainer ComplianceAs of Jan 1, 2025, each applicable independent director met/exceeded the guideline
Director Grants since 2022 Plan inception (thru Mar 5, 2025)29,745 restricted shares (cumulative, McCabe) Non-employee director awards under 2022 Plan; director awards are subject to the Company’s Clawback Policy.
Hedging/PledgingProhibited for insiders (includes directors) No pledging allowed; blackout and preclearance apply per Insider Trading Policy.

Governance Assessment

  • Strengths: Independent status; 100% attendance; robust anti-hedging/pledging and insider trading controls; director ownership guideline (5x retainer) with compliance; no related-party transactions since FY2024; separation of Chair/CEO; active executive sessions; clear director pay structure; independent consultant and formal charters overseeing compensation and governance.
  • Compensation signals: Mix is aligned with peers (cash retainer + fully vested equity), with modest increases (cash retainer to $70k for 2024; equity retainer to $115k for 2025) indicating market alignment rather than entrenchment; formal annual cap of $750k under plan.
  • Committee effectiveness: McCabe serves on NCG (oversees board refreshment, governance policies, ESG oversight, and conflict approvals); Audit/Comp committees comprised solely of independent directors with financial experts and four meetings each in 2024.
  • Shareholder alignment backdrop: Recent Say-on-Pay approval at 96.9% (2024) underscores broad investor support for the Company’s governance and compensation frameworks.

RED FLAGS: None disclosed specific to McCabe. No related-party dealings; no pledging/hedging; full attendance; no other public board interlocks that present conflicts. Continue to monitor any future related-party disclosures and insider filings.