Mark Wilsmann
About Mark Wilsmann
Independent trustee of Seritage Growth Properties since 2022; age 65. Spent 31 years at MetLife Investment Management in real estate across asset management, acquisitions, mortgage lending, portfolio management, regional operations, and merger integration; most recently Managing Director and Head of Equity Investments, a role he assumed in 2012 to build MetLife’s $32B direct property investment platform and oversaw >$7B of ground-up development investments across multiple asset types . The Board affirmatively determined he is independent under NYSE rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| MetLife Investment Management | Managing Director, Head of Equity Investments | Assumed role in 2012 (most recent) | Built $32B direct property platform; oversaw >$7B development investments |
| MetLife Investment Management | Head of Commercial Mortgage Lending | 2003–2012 | Directed product design, pricing, origination; chaired investment committee |
| MetLife Investment Management | Various real estate roles | 31 years total | Asset management, acquisitions, mortgage lending, portfolio management, regional operations, merger integration |
External Roles
- No current public company directorships disclosed; prior five-year directorships not listed for Wilsmann in SRG’s proxy .
Board Governance
| Item | Detail |
|---|---|
| Board independence | Wilsmann determined independent under NYSE rules |
| Committee memberships | Compensation Committee (appointed Mar 26, 2025; effective Apr 11, 2025); Investment Committee (member) |
| Committee chairs | None (not a chair) |
| Committee meeting cadence (2024) | Audit: 7; Compensation: 0 (administrative by correspondence; 2024 exec comp handled Q4 2023); Nominating & Corporate Governance: 2; Investment: acted by unanimous written consents |
| Board meetings (2024) | 4 regular + 1 special; all trustees serving in 2024 attended ≥75% of Board and relevant committee meetings and attended the 2024 annual meeting |
| Board leadership | Chairman: Adam Metz; Lead Independent Trustee: Mitchell Sabshon (as of Apr 2025) |
| Executive sessions | Corporate Governance Guidelines provide for independent trustees to meet regularly, at least twice a year, in executive session |
| Hedging/pledging policy | Trustees prohibited from hedging or pledging SRG securities; options/derivatives transactions restricted |
Fixed Compensation
| Component | Amount | Frequency | Notes |
|---|---|---|---|
| Annual cash retainer (non-employee trustee) | $150,000 | Paid quarterly | Standard for 2024 |
| Committee chair fee | $15,000 | Paid quarterly | Only for chairs (Wilsmann is not a chair) |
| Chairman additional retainer | $50,000 | Paid quarterly | Applies to Chairman (not Wilsmann) |
| Fees earned (Wilsmann, 2024) | $150,000 | N/A | No equity awarded to trustees |
Performance Compensation
| Element | Metric | Target | Payout |
|---|---|---|---|
| None disclosed for trustees | — | — | Trustees compensated via cash retainers; “None of the trustees have been awarded equity compensation by the Company.” |
Other Directorships & Interlocks
| Company | Role | Committee roles | Potential interlock/conflict |
|---|---|---|---|
| Not disclosed | — | — | No related-party transactions disclosed for Wilsmann; Board independence affirmed |
Expertise & Qualifications
- Deep real estate investment expertise spanning equity and debt; led MetLife’s commercial mortgage lending (product design, pricing, origination; chaired investment committee) .
- Platform-building experience overseeing $32B direct property investments and >$7B development across apartments, industrial, office, retail, life sciences, data centers, hotels—relevant to SRG’s asset monetization under Plan of Sale .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (Class A) | “-” (no shares listed for Wilsmann); Percent of class: less than 1% as of Apr 25, 2025 |
| Ownership guidelines | Non-employee trustees expected to acquire, by the third anniversary of election, a number of Class A shares with a cost at least equal to the annual retainer in effect when first joining the Board |
| Hedging/pledging | Prohibited for trustees |
Governance Assessment
- Committee influence: Appointment to Compensation Committee in 2025 positions Wilsmann to influence cash-heavy, retention-focused executive pay program (consistent with Plan of Sale and dilution minimization) . However, the Compensation Committee did not meet in 2024 and handled 2024 matters in late 2023; forward-looking engagement will be key .
- Independence and attendance: Independence affirmed; attendance standards met at Board and committees, supporting baseline governance quality .
- Alignment: Trustees receive only cash retainers; no equity grants to trustees. Wilsmann had no disclosed share ownership as of Apr 25, 2025, while guidelines expect meaningful ownership by the third anniversary—potential alignment shortfall if not addressed promptly (RED FLAG to monitor) .
- Conflicts: No Wilsmann-related party transactions disclosed. Broader company-related party exposure (Transform/ESL, Lampert at 24% ownership) exists but not tied to Wilsmann personally; Audit Committee oversees related-party transactions .
- Policy safeguards: Prohibitions on hedging/pledging mitigate alignment risks from derivatives/pledges; executive sessions mandated; Lead Independent Trustee in place—positive governance structures .