Luis Ubiñas
About Luis A. Ubiñas
Independent director at Tanger Inc. (SKT), age 62, with 5 years of board service. Former President of the Ford Foundation, senior partner at McKinsey & Company, and current director at AT&T and Electronic Arts; recognized for leading organizational transformations and governance leadership roles in prominent nonprofits. Independent under NYSE rules; attended 100% of board and committee meetings in 2024.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ford Foundation | President | 2008–2013 | Led broad restructuring; strategic reset of programs; reinvested >80% of endowment; rebuilt facilities and systems |
| McKinsey & Company | Senior Partner; led media practice | 18-year career (prior to 2008) | Led media during shift to digital/omnichannel |
| Boston Private Financial Holdings | Director | Sep 2017–Jul 2021 | Director |
| CommerceHub, Inc. | Director | Jun 2016–May 2018 | Director |
| Valassis Communications, Inc. | Director | Dec 2012–Feb 2014 | Director |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| AT&T (NYSE: T) | Director | Current | Public company directorship |
| Electronic Arts (NASDAQ: EA) | Director | Current | Public company directorship |
| Statue of Liberty–Ellis Island Foundation | Chairman; previously Vice Chair; Director | Chair since Jan 2021; VC 2018–2021; board since 2014 | Governance leadership at national nonprofit |
| Mercer Funds (registered management investment company) | Trustee | Current | Board of Trustees |
| United Nations Fund for International Partnerships | Advisory Board Member | Current | Advisory role |
| New York Public Library | Executive Committee member; Chair, Finance Committee | Current | Finance oversight |
Board Governance
- Committee roles: Chair, Nominating and Corporate Governance Committee (re-elected to chair role at May 17, 2024 board meeting)
- Independence: Board determined Ubiñas is independent under NYSE listing standards
- Attendance: Board met 6 times in 2024; all incumbent directors attended 100% of board and committee meetings they served on
- Executive sessions: Non-management directors meet in executive session after each regular quarterly board meeting; led by Lead Independent Director
Fixed Compensation
Director compensation program (policy and Ubiñas actual 2024):
| Item | Amount/Detail | Notes |
|---|---|---|
| Annual cash retainer (policy) | $70,000 | 2024 non-employee director cash retainer |
| Committee chair retainer (NCG) | $15,000 | 2024; increases to $20,000 in 2025 |
| Annual equity retainer (policy) | $175,000 | Time-based restricted Common Shares |
| Equity grant details (all incumbents) | 6,535 restricted shares | Grant-date fair value $26.78 per share; vested Feb 15, 2025 |
| Deferred Share Program | Available | Can defer cash/equity into deferred shares; same vesting; 2 directors participated in 2024 |
Ubiñas 2024 total compensation:
| Component | Amount |
|---|---|
| Fees Earned or Paid in Cash | $85,000 (includes $70,000 base + $15,000 NCG Chair retainer) |
| Share Awards (grant-date FV) | $175,007 |
| All Other Compensation (dividends on unvested/deferred) | $11,429 |
| Total | $271,436 |
Additional detail:
- Ubiñas deferred all equity compensation in 2024, receiving 8,499 deferred shares including dividend reinvestment (subject to same vesting)
- Minimum equity ownership guideline: 5× base retainer within 5 years; all directors with ≥5 years of service met the guideline as of Dec 31, 2024
Performance Compensation
| Performance Metric(s) for Directors | Weight/Target | Outcome |
|---|---|---|
| None disclosed; director equity awards are time-based (no performance conditions) | N/A | N/A |
Other Directorships & Interlocks
| Company | Role | Potential Interlock with SKT Tenants/Suppliers |
|---|---|---|
| AT&T (NYSE: T) | Director | No tenant/supplier relationship disclosed for Ubiñas; Board independence disclosure lists tenant relationships for other directors only |
| Electronic Arts (NASDAQ: EA) | Director | No tenant/supplier relationship disclosed for Ubiñas |
Board explicitly evaluated tenant-related relationships for certain other directors (e.g., Newell Brands, Dick’s Sporting Goods, Sycamore, Foot Locker) and deemed them not impairing; no such relationships were noted for Ubiñas.
Expertise & Qualifications
- Transformation leadership: Led major restructuring at Ford Foundation; media/digital expertise from leading McKinsey’s media practice through analog-to-digital transition
- Governance and finance: Chairs Nominating & Corporate Governance Committee at SKT; chairs Finance Committee at NY Public Library; trustee of Mercer Funds
- Network and stakeholder engagement: Chairs Statue of Liberty–Ellis Island Foundation; advisory role with UN partnerships
Equity Ownership
| Metric | Value |
|---|---|
| Beneficially owned SKT common shares | 61,731 |
| Percent of outstanding shares | <1% (based on 113,199,417 shares outstanding as of Feb 28, 2025) |
| Unvested/deferred equity | Aggregate for directors (except Tanger/Syngal): 6,535 restricted shares from 2024 grant and 3,309 from 2022 grant; Ubiñas elected to defer 2024 equity (8,499 deferred shares including dividend reinvestment) |
| Shares pledged | None; company policy prohibits pledging, and directors do not have pledged shares |
| Hedging policy | Hedging prohibited for directors |
| Ownership guideline status | Company states all directors with ≥5 years met guideline as of 12/31/2024; Ubiñas has 5 years of service |
Governance Assessment
- Positives for investor confidence: Independent director; 100% attendance; chairs a key governance committee; meaningful equity alignment via annual equity retainer and ownership guideline compliance; no related-party transactions disclosed for Ubiñas; anti-hedging and anti-pledging policies in place.
- Pay structure: Balanced mix of cash and time-based equity; modest chair premium (NCG chair retainer increasing to $20,000 in 2025); ability to elect LTIP units beginning 2025 may enhance tax efficiency without reducing alignment.
- Monitoring item: Holds two other public company directorships (AT&T, EA); current SKT attendance record is 100% but time commitments should continue to be monitored.
No red flags identified in the proxy regarding independence, attendance, pledging/hedging, or related-party transactions involving Ubiñas.