Timothy S. Morris
About Timothy S. Morris
Timothy S. Morris, age 64, is an independent director of SmartStop Self Storage REIT, Inc. and currently chairs the Compensation Committee while serving on the Audit Committee and the Nominating and Corporate Governance Committee . He has 35+ years of financial and management experience across international organizations and was nominated for re-election at the 2025 annual meeting; all directors met at least a 75% attendance threshold across 11 board meetings in 2024, and the board has determined Morris is independent under NYSE and SEC rules . Morris holds a BSc in Economics (Bristol), an MBA (Cranfield), and is a Chartered Management Accountant (CIMA, CGMA) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| SmartStop Self Storage, Inc. | Independent Director | Feb 2008 – Oct 1, 2015 | Board oversight through sale to Extra Space Storage |
| Geneva Global, Inc. | Chief Financial Officer | Jun 2007 – Apr 2008 | Finance leadership in philanthropic advisory |
| Care International UK Ltd. | Director of Corporate Services | 2002 – 2007 | Oversaw finance, internal audit, risk, HR, legal, IT during turnaround |
| Royal Society Mencap | Controller | 2000 – 2002 | Corporate finance leadership |
| Adidas Group AG | Head of Global Management Reporting | 1996 – 1999 | Global reporting for multinational (Germany) |
| Taylor Made Golf Co. (Adidas subsidiary) | International Controller | Late 1990s | Multinational finance |
| International Leisure Group; Halliburton/KBR; Bank for International Settlements | Various senior finance roles | Pre-1996 | International finance/management |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| AMDG Worldwide Ltd. | Founder (consultancy to philanthropic sector) | 2008 – present | Advises eclectic range of philanthropic clients |
| English-Speaking Union (global charity) | Finance Director | Mar 2019 – Jul 2021 | Financial leadership in non-profit |
| Tomorrow’s Company (global think tank) | Finance Director (part-time) | 2014 – 2017 | Governance and business leadership focus |
Board Governance
- Committee assignments: Chair, Compensation Committee; Member, Audit Committee; Member, Nominating and Corporate Governance Committee .
- Independence: Board determined Morris (and other named directors) are independent under NYSE/SEC standards .
- Attendance: Board held 11 meetings in 2024; each director attended at least 75% of board and committee meetings on which they served .
- Committee activity: Audit Committee met 5 times (cybersecurity oversight delegated; quarterly reports to committee) ; Nominating and Corporate Governance met 4 times ; Compensation Committee met 4 times .
- Lead Independent Director: Harold “Skip” Perry presides over executive sessions and independent director activities .
- Code of Ethics: Adopted; promotes conflict-of-interest handling and disclosure; note the company does not have a hedging policy for officers, employees, or directors at this time .
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Director cash retainer | $62,500 | Standard non-employee director cash retainer |
| Compensation Committee Chair fee | $15,000 | Chair supplemental fee |
| Audit Committee member (non-chair) | $10,000 | Member supplemental fee |
| Nominating & Corporate Governance member (non-chair) | $7,500 | Member supplemental fee |
| Per-meeting fees (beyond 10 meetings/year) | $1,500 | Applies if a board/committee exceeds 10 meetings/year |
| Total cash fees earned (2024) | $96,500 | Reported fees earned in cash for 2024 |
| Annual equity award (grant-date fair value) | $80,000 | Awarded upon re-election; vests one year from re-election date |
| All other compensation | $941 | Director life insurance premium paid by company (benefit to his beneficiaries) |
| Total reported director compensation (2024) | $177,441 | Cash + stock awards + other |
Performance Compensation
| Metric | Target | Weight | Outcome | Notes |
|---|---|---|---|---|
| None for director compensation | N/A | N/A | N/A | Non-employee director equity is time-based; no performance metrics disclosed for director awards |
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None disclosed beyond SMA |
| Prior public company boards | SmartStop Self Storage, Inc. – Independent Director (2008–2015) |
| Committee interlocks | None; Compensation Committee members had no interlocks or insider participation; no Item 404 relationships |
| Shared directorships with competitors/suppliers/customers | Not disclosed |
Expertise & Qualifications
- Education: BSc Economics (Bristol University, UK); MBA (Cranfield School of Management, UK) .
- Credentials: Chartered Management Accountant (CIMA, CGMA) .
- Experience: 35+ years across corporate services, CFO/controller roles, global reporting at Adidas, and philanthropy consulting .
Equity Ownership
| Item | Amount/Status |
|---|---|
| Beneficial ownership (Apr 25, 2025) | 11,088 shares; <1% of outstanding shares |
| Total director equity received (cumulative, as of Dec 31, 2024) | 11,019 restricted shares granted; 9,616 vested; 1,403 unvested |
| Ownership guidelines | Non-employee directors must own equity equal to 5x annual cash retainer within 5 years of April 1, 2025 or appointment |
| Compliance status vs guidelines | Not disclosed |
| Hedging/pledging | Company has no hedging policy for directors at this time; pledging not disclosed |
Governance Assessment
- Positives: Independent status; chairs Compensation Committee; active committee engagement (Audit, Nominating & Governance) with defined charters and regular meetings; compensation committee uses an independent consultant (Ferguson Partners), and reports no interlocks or insider participation—reducing pay-setting conflicts .
- Alignment: Annual equity grant to directors ($80,000) with one-year vest improves ownership alignment; stock ownership guidelines require 5x cash retainer over 5 years, strengthening long-term alignment .
- RED FLAGS: No hedging policy for directors, employees, or officers (misalignment risk in some governance frameworks) . Broader company governance includes related-party dealings with the former sponsor/affiliates (e.g., Administrative Services Agreement and Directed Share Program), though Compensation Committee interlocks are explicitly absent; no related-party transactions disclosed involving Morris .
- Attendance/engagement: Board held 11 meetings in 2024 and each director satisfied at least 75% attendance across board/committee meetings, supporting baseline engagement .
Overall, Morris presents as an experienced, independent director with robust committee responsibilities and chair leadership in compensation oversight; key monitoring area is the company’s absence of a hedging policy for directors and the ongoing related-party dynamics at the issuer level (not implicated to Morris per disclosures) .