Jit Kee Chin
About Jit Kee Chin
Dr. Jit Kee Chin, age 46, has served on STAG’s Board since 2020 and is designated an independent director under NYSE rules . She is Executive Vice President and Chief Technology Officer at Suffolk Construction, previously Chief Data Officer (since 2017) and Chief Innovation Officer (since 2019); earlier she was a senior expert in analytics and associate principal at McKinsey & Company (2008–2017) . Dr. Chin holds a Ph.D. from MIT and a B.S. from Caltech, with core credentials in data analytics, technology infrastructure, and strategic execution .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| McKinsey & Company | Senior Expert in Analytics; Associate Principal | 2008–2017 | Led end-to-end analytics transformations; strategic/commercial/analytics consulting for transport, travel, hospitality, logistics clients |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Suffolk Construction | EVP & CTO; previously Chief Data Officer; Chief Innovation Officer | CTO since 2023; CDO since 2017; CIO since 2019 | Builds technology capabilities; sets vision/strategy; drives insight via analytics; co-founder & Managing Partner, Suffolk Technologies (venture investing in built environment) |
| CubeSmart (NYSE: CUBE) | Trustee | Current | Audit Committee member |
Board Governance
- Independence: Board determined Dr. Chin is independent; the Board has nine of 11 independent directors; all Audit, Compensation, and Nominating/Corporate Governance committee members are independent .
- Committee assignments: Audit Committee Chair as of March 1, 2025; Audit Committee member in 2024 and designated an Audit Committee financial expert; Audit Committee membership counts five financial experts . Note: The FY 2024 Audit Committee Report lists Hans S. Weger as Chair as of the 10-K filing date, indicating a chair rotation to Dr. Chin in early 2025 .
- Attendance and engagement: In 2024, Board held five meetings; each director attended at least 75% of Board and respective committee meetings; all directors attended the 2024 annual meeting . Independent directors held executive sessions four times; Audit met in executive session four times; Compensation three times; Nominating two times .
- 2024 committee meeting cadence: Investment 5; Audit 4; Compensation 6; Nominating & Corporate Governance 2 .
Fixed Compensation
| Component (2024) | Amount | Detail |
|---|---|---|
| Annual cash fee | $65,000 | Base director retainer; option to take in stock; all independent directors elected shares for fees in 2024 |
| Audit Chair fee | N/A in 2024 | Audit Chair fee is $25,000; Dr. Chin did not receive chair fee in 2024 (Audit Chair was Weger per 2024 table) |
| Equity grant (LTIP units) | $119,991 | 3,243 LTIP units granted 1/8/2024; grant date fair value $37.00 |
| Total (2024) | $184,991 | Fees earned and stock awards total |
| Shares received in lieu of cash (fees) | 1,792 shares | Director elected stock for fees; share count per 2024 fees conversion |
Vesting and structure:
- Annual director LTIP units vest on January 1 of the following year, subject to continued service; LTIP units can convert to common units once capital account parity is achieved after a material equity transaction . In 2024, a material equity transaction resulted in accretion enabling conversion eligibility for LTIP units .
Performance Compensation
Directors do not receive performance share units; annual equity is time-based LTIP units.
| Award | Grant Date | Target/Units | Grant Date Fair Value | Vesting |
|---|---|---|---|---|
| LTIP Units (Director annual grant) | 1/8/2024 | 3,243 units | $37.00 | Vest on 1/1/2025, subject to continued service |
Company performance metrics (Core FFO/share, Acquisition Volume, Net Debt/Run Rate Adjusted EBITDAre, Same Store Cash NOI Growth; TSR-based performance units) apply to executive officers, not directors .
Other Directorships & Interlocks
| Company | Sector | Role | Interlock/Notes |
|---|---|---|---|
| CubeSmart (NYSE: CUBE) | Self-storage REIT | Trustee; Audit Committee | STAG director Christopher P. Marr is CubeSmart’s CEO and Trustee; creates cross-board network ties between STAG and CubeSmart |
- Related party oversight: STAG’s related party transaction policy requires Nominating & Corporate Governance Committee review/approval for any >$120,000 transaction involving directors/executives; no related-party transactions disclosed involving Dr. Chin .
- Conflict policy: Code of Business Conduct requires disclosure and Board approval of conflicts; directors must consult Chair before accepting other boards with potential conflicts .
Expertise & Qualifications
- Data analytics, technology infrastructure, and strategic initiatives leadership at Suffolk; venture investing in built environment (Suffolk Technologies) .
- Audit Committee financial expertise; Audit Committee comprises five “financial experts” .
- Education: Ph.D., MIT; B.S., Caltech .
Equity Ownership
| Item | Amount | Date/Notes |
|---|---|---|
| Beneficial ownership (shares + units) | 27,970 | Record date March 3, 2025; includes 19,917 LTIP units; <1% of shares |
| LTIP units held (aggregate) | 16,105 | As of Dec 31, 2024 (pre-2025 updates) |
| Unvested LTIP units | 3,243 | As of Dec 31, 2024; grant on 1/8/2024 |
| Director stock ownership guideline | 5x base salary | All non-management directors are in compliance as of proxy date |
| Hedging/pledging | Prohibited | Insider Trading Policy bans hedging/pledging for directors |
Insider Trades
- Section 16 compliance: STAG states all officers/directors timely filed required reports in 2024, except late reports for Messrs. Butcher and Chase; no late filing noted for Dr. Chin .
Governance Assessment
- Board effectiveness: Elevation to Audit Committee Chair in 2025 signals trust in Chin’s financial literacy and oversight capability; Audit Committee mandates cover internal controls, reporting integrity, compliance, and auditor oversight—positive for investor confidence .
- Independence and attendance: Independent status, ≥75% attendance, and active executive sessions strengthen oversight and engagement .
- Ownership alignment: Directors receive annual LTIP units, elect stock for fees, and comply with 5x salary ownership guideline; anti-hedging/pledging policy further aligns incentives .
- Other directorships/interlocks: CubeSmart trusteeship and STAG director Marr’s role at CubeSmart create governance network ties; while not a related-party transaction, investors should monitor for potential information flow or perceived interlocks across REIT boards .
- Say-on-Pay signal: 97.4% approval in 2024 reflects broad shareholder support for compensation governance framework (context for overall governance culture) .
RED FLAGS and watch items
- Cross-board interlock with CubeSmart (via Chin and Marr), though no transactions disclosed; monitor for any future related-party considerations .
- Committee chair transition discrepancy (Weger listed as Audit Chair in FY 2024 report vs. Chin as Chair as of March 1, 2025) warrants confirmation of timing; transition appears to align with 2025 committee refresh .