Kevin C. Nickelberry
About Kevin C. Nickelberry
Kevin C. Nickelberry is an independent director of UDR, Inc., age 54, serving since 2021. He is Managing Director and Co-Head of the Elevate Strategy at GCM Grosvenor; previously Co-Head of Private Equity Co-Investments at GCM Grosvenor, and held investing roles at Investcorp (2003–2020) and J.P. Morgan Partners (1998–2003) after beginning his career in Goldman Sachs’ investment banking division (1993–1996). He holds an MBA from Harvard Business School and a BA in Business Administration from Morehouse College, and is cited for corporate governance, strategic oversight, capital markets, accounting literacy, and technology/cybersecurity expertise .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| GCM Grosvenor | Managing Director; Co-Head Elevate Strategy; formerly Co-Head Private Equity Co-Investments | Current; prior role dates not specified | Private equity origination, post-acquisition oversight; technology/cybersecurity expertise |
| Investcorp International | Managing Director, Private Equity; Investment Committee member | 2003–2020 | Strategic plan formulation and execution with portfolio management teams |
| J.P. Morgan Partners | Growth equity & LBO investments | 1998–2003 | Capital markets and transaction execution |
| Goldman Sachs | Investment Banking Division | 1993–1996 | Corporate finance foundation |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Northside Center for Child Development (NYC) | Board of Directors | Current | Non-profit; governance and stakeholder advocacy experience |
| Other Public Company Boards | — | None | “Other Current Public Company Boards: 0” (Board snapshot) |
Board Governance
- Committee memberships: Audit and Nominating & Governance (NGC); not a chair .
- Independence: Independent director .
- Attendance/engagement: 100% director attendance at 2024 Board meetings and Annual Meeting; each regularly scheduled Board meeting included a non-management executive session. No director attended fewer than 75% of combined Board/committee meetings in 2024 . In 2022, Board and committee attendance was 100% .
- Audit Committee financial expert: Each Audit member, including Nickelberry, is deemed an “audit committee financial expert” by the Board .
- Overboarding policy: Max 4 public boards, max 3 audit committees; director ownership guideline: 5x cash retainer within five years; all directors in compliance as of March 27, 2025 .
| Governance Metric | 2022 | 2024 |
|---|---|---|
| Board meetings held | 8 | 5 |
| Director attendance at Board | 100% | 100% |
| Annual Meeting attendance | 100% | 100% |
| Executive sessions frequency | Each meeting | Each meeting |
Fixed Compensation
| Component (Independent Director Program) | Detail | 2024 Amount |
|---|---|---|
| Annual cash retainer | Base retainer | $80,000 |
| Committee chair fee | Audit, Compensation, Nominating & Governance | $15,000 each |
| Lead Independent Director retainer | Additional retainer | $120,000 |
| Equity grant (annual) | Restricted stock, stock options, Class 1 LTIP Units, Class 1 Performance LTIP Units | $200,000 (independent directors); $230,000 (Lead Independent Director) |
| Kevin C. Nickelberry — Director Compensation (2024) | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | $80,000 |
| Stock Awards (grant-date fair value) | $166,074 |
| Option Awards | $0 |
| Non-Equity Incentive Plan Compensation | $0 |
| Nonqualified Deferred Compensation Earnings | $0 |
| All Other Compensation | $12,282 |
| Total | $258,356 |
Notes:
- Directors may elect to receive retainer in cash, stock, stock options, Class 1 LTIP Units, or Class 1 Performance LTIP Units .
- Benchmarking overseen by the Compensation Committee using Ferguson Partners (FPL) .
Performance Compensation
| 2024 Director Equity Award Mechanics | Quantity/Value | Terms |
|---|---|---|
| Restricted stock (independent directors who elected) | 5,176 shares at $38.64/share | Vests on first anniversary of grant (Jan 2, 2024) |
| Stock options (if elected) | 22,198 options; $9.01 fair value; $38.64 strike | Vests on first anniversary of grant |
| Class 1 LTIP Units (if elected) | 5,176 units at $38.64/unit | Vests on first anniversary of grant |
| Class 1 Performance LTIP Units (if elected) | 23,697 units at $8.44/unit; $38.64 strike | Vests on first anniversary of grant |
| Kevin C. Nickelberry — Outstanding Awards (as of Dec 31, 2024) | Count |
|---|---|
| Restricted Stock Awards Outstanding | 0 |
| LTIP Unit or Performance Unit Awards Outstanding | 7,246 |
| Option Awards Outstanding | 0 |
| Cash retainer election (2024) | 2,070 Class 1 LTIP Units elected in lieu of cash (portion) |
No explicit performance metrics (e.g., TSR hurdles, EBITDA targets) were disclosed for independent director equity awards; awards vest after one year per program description .
Other Directorships & Interlocks
| Item | Status |
|---|---|
| Current public company directorships | None |
| Shared directorships with UDR competitors/suppliers/customers | Not disclosed |
| Prior public company boards | Not disclosed (private company boards referenced) |
Expertise & Qualifications
- Corporate governance, strategic oversight, capital markets, accounting and financial literacy, technology/cybersecurity/innovation .
- Audit Committee financial expert designation via Board determination .
Equity Ownership
| Metric | 2022 | 2023 | 2025 |
|---|---|---|---|
| Shares Beneficially Owned | 1,400 | 1,400 | 1,400 |
| Shares acquirable within 60 days (options) | — | — | — |
| Shares acquirable upon redemption of partnership interests (OP Units/LTIP-related) | 4,674 | 11,930 | 25,760 |
| Total Beneficial Ownership | 6,074 | 13,330 | 27,160 |
| Percent of Class | <1% (“*”) | <1% (“*”) | <1% (“*”) |
| Shares pledged as collateral | Not disclosed | Not disclosed | Not disclosed |
| Ownership Policy | Requirement | Compliance |
|---|---|---|
| Director stock ownership guidelines | Minimum 5x annual cash retainer within 5 years of election | All directors in compliance as of Mar 27, 2025 |
Governance Assessment
- Board effectiveness: Nickelberry sits on the Audit and Nominating & Governance Committees, both core to risk oversight, financial reporting, and governance quality. Audit committee members are designated “financial experts,” strengthening credibility in oversight of controls and cyber risk .
- Independence and engagement: Independent; strong attendance (100% in 2024) with regular executive sessions; supports robust evaluation processes managed by NGC .
- Alignment and incentives: Compensation mix is standard for REITs (cash retainer plus equity). Nickelberry elected LTIP units for a portion of cash fees and holds LTIP/Performance units, which align director incentives with shareholder outcomes; program benchmarked by FPL .
- Potential conflicts/related-party exposure: UDR maintains a related-person transaction policy requiring pre-approval by the Governance Committee; disclosed reimbursement agreements relate to Mr. Klingbeil; no related-party transactions involving Nickelberry are disclosed .
- Risk indicators and red flags: No pledging/hedging disclosure issues for Nickelberry; no overboarding (0 other public boards); high attendance and compliance with ownership guidelines—no governance red flags identified in disclosures .
Overall signal: Nickelberry presents as an engaged, financially literate independent director with capital markets and private equity experience, contributing to Audit and Governance oversight with aligned equity exposure and no disclosed conflicts—supportive of investor confidence based on available proxy disclosures .