Susan Skerritt
About Susan E. Skerritt
Independent director of Tanger Inc. (NYSE: SKT), age 70, serving on the Board for 6 years and currently Audit Committee Chair; she is a seasoned financial services executive with deep expertise in global markets, risk, regulatory compliance, and cyber-risk oversight (NACD Board Leadership Fellow, NACD Cyber-Risk Oversight certified) . Her background includes leadership roles at Deutsche Bank Trust Company Americas, BNY Mellon, and advisory roles with Promontory Financial Group and Boston Consulting Group; she also serves as a long-standing trustee of Hamilton College and elected trustee of Saltaire, NY . She is affirmatively determined independent under NYSE rules; she attended 100% of Board and committee meetings in 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| West Walk Advisors, LLC | Chief Executive Officer | Since 2018 | Founder-CEO focused on advisory in financial services |
| Deutsche Bank Trust Company Americas | Chairwoman, CEO & President | 2016–2018 | Led U.S. commercial banking entity; earlier led North & South America transaction banking and global correspondent banking |
| Bank of New York Mellon Trust Company, N.A. | EVP; Executive Board member | ~7 years | Co-led JPMorgan Corporate Trust acquisition/integration |
| Promontory Financial Group (IBM) | Senior Advisor | 2018–2021 | Regulatory and risk management advisory |
| Boston Consulting Group | Senior Advisor | 2019–2022 | Treasury management advisory to clients |
| Morgan Stanley; Treasury Strategies; Ernst & Young; Manufacturers Hanover Trust | Various leadership roles | Prior | Risk, treasury, and financial services leadership |
External Roles
| Organization | Role | Status |
|---|---|---|
| IG Group Holdings plc (LSE: IGG) | Director | Current |
| Community Financial System, Inc. (NYSE: CBU) | Director | Not standing for re-election in 2025 |
| Hamilton College | Board of Trustees | Since 1994 |
| Village of Saltaire (Fire Island, NY) | Elected Trustee | Since 2022 |
| The Brooklyn Hospital Center | Trustee | 2013–2022 (prior) |
Board Governance
- Independence: Board determined Skerritt is independent under NYSE standards; all Board committees are fully independent .
- Committee leadership: Audit Committee Chair; the committee oversees financial reporting integrity, auditor independence, internal audit, disclosure controls, ERM and cybersecurity; Audit members qualify as “financially literate” and “audit committee financial experts” under SEC rules .
- Attendance: 100% Board and committee meetings in 2024 .
- Executive sessions: Non-management directors meet after each quarterly Board meeting; independent directors meet in executive session at least annually .
- Board refreshment: Skerritt reelected Audit Chair at the May 17, 2024 Board meeting .
Fixed Compensation
| Component | 2024 Amount |
|---|---|
| Annual cash retainer (Board) | $70,000 |
| Cash fees earned (total) | $95,000 (reflects chair add-on) |
| Annual equity retainer (grant date fair value) | $175,007 |
| Dividends on unvested shares / deferred share credits | $11,429 |
| Total 2024 director compensation | $281,436 |
Additional director compensation structure notes:
- Standard non-employee director equity awards in 2024: 6,535 restricted common shares at $26.78 grant-date fair value per share; 2024 director awards vest on February 15, 2025 .
- Deferred Share Program: Available to directors to defer cash/equity into deferred shares; in 2024, two directors (not Skerritt) elected deferrals .
- 2025 change: Directors may elect LTIP units in lieu of equity with identical vesting terms; Nominating Chair retainer increases to $20,000 in 2025 (no other director pay changes) .
Performance Compensation
No performance-based metrics apply to non-employee director compensation; director equity is time-based only .
Company-level incentive metrics (context for Board oversight of pay-for-performance for executives):
| Metric | Weighting | Threshold | Target | Maximum | 2024 Actual | Outcome |
|---|---|---|---|---|---|---|
| Core FFO per share | 30% | $2.05 | $2.10 | $2.18 | $2.13 | Between target and maximum |
| Same Center NOI YoY % | 20% (implied within plan) | 2.5% | 4.1% | 6.1% | 5.1% | Between target and maximum |
| Operating Margin growth (pp) | 25% (implied within plan) | 1.5 | 1.9 | 2.5 | 2.8 | Maximum |
| Strategic goals (growth, sustainability, sales & traffic) | 25% | 1 of 3 | 2 of 3 | 3 of 3 | Achieved 3 of 3 | Maximum |
Notes: Weights reflect disclosed 2024 plan changes (Core FFO weight increased to 30%, Strategic decreased to 25%) . Executive bonus outcomes ranged from 134%–146% of target per role .
Other Directorships & Interlocks
- Current public boards: IG Group Holdings plc; Community Financial System, Inc. (CBU, stepping off in 2025) .
- Interlocks/conflicts: Board disclosed tenant-related ties for certain other directors (Newell, Dick’s, Foot Locker) and determined independence; no tenant relationship or conflict disclosed for Skerritt .
- Related party transaction oversight: Audit Committee reviews and must approve any related party transactions >$120,000 per policy; transactions involving family descendants of founder (Operating Partnership LP distributions $5.0 million in 2024) are disclosed and governed by policy .
Expertise & Qualifications
- 40-year financial career across global transaction banking, trust services, risk management, and regulatory compliance; NACD Board Leadership Fellow and NACD Cyber-Risk Oversight certified .
- Audit Committee financial expertise (SEC Item 407(d)) and financial literacy affirmed for Audit members .
- Governance oversight experience includes cybersecurity risk integration into ERM and audit oversight of emerging technologies (e.g., AI/ML risk) .
Equity Ownership
| Item | Value |
|---|---|
| Beneficial ownership (Common Shares) | 44,091; <1% of outstanding |
| Ownership guideline | 5× annual base retainer ($70,000); $350,000 value target within 5 years |
| Guideline status | All directors 5+ years met guidelines as of 12/31/2024 (Skerritt at 6 years) |
| Unvested restricted shares (12/31/2024) | 6,535 (2024 grant); 3,309 (one-third of 2022 award) |
| Anti-hedging / anti-pledging | Hedging prohibited; no pledging of Company securities; no shares pledged by executives/directors |
Governance Assessment
- Strengths: Independent Audit Chair with deep financial and regulatory expertise; 100% attendance; robust committee charters; formal anti-hedging and anti-pledging; clear related party transaction policy; strong shareholder engagement (96.8% Say-on-Pay support in 2024) .
- Alignment: Director equity grants and ownership guidelines align incentives; dividends on unvested shares disclosed; no perquisites; option to elect LTIP units in 2025 enhances tax efficiency without diluting governance rigor .
- Potential conflicts: No related-party or tenant interlocks disclosed for Skerritt; oversight of family LP distributions is transparent and policy-based via Audit Committee .
- RED FLAGS: None disclosed regarding hedging/pledging, attendance shortfalls, tax gross-ups, or director-related party transactions; committee independence intact .
Implications for investor confidence: Skerritt’s audit leadership, financial expert status, and cyber-risk credentials support board effectiveness in financial reporting and risk oversight. The absence of conflicts and full attendance bolster governance quality, while director equity ownership and restrictive trading policies reinforce alignment with shareholders .