Mary Ann King
About Mary Ann King
Independent director of UDR since 2015; age 72. Co-Head of Berkadia Institutional Solutions, with decades of multifamily transaction expertise. Tenure on UDR’s board: 10 years; independence affirmed by UDR and NYSE standards. 2024 board attendance was 100% for all directors; all directors attended the 2024 annual meeting. Director stock ownership guidelines (5x cash retainer by year 5) are in compliance for all directors.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Berkadia Institutional Solutions | Co-Head (investment sales and mortgage banking) | — | Multifamily capital markets and institutional sales experience |
| Moran & Company | Co-Chairman (investment sales operations later acquired by Berkadia in 2021) | — | Led multifamily brokerage focused on large assets/mixed-use |
| National Multi Housing Council (NMHC) | Executive Committee; Chair (2006–2008); Leadership team (2000–2008) | 2000–2008 | Industry leadership and policy engagement |
| Urban Land Institute (ULI) | Full Member; Multifamily Product Council; Trustee (2012–2015); Product Council Counselor | 2012–2015 (Trustee) | Sector insights; product council leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Over the Rainbow Association | Director; Executive & Development Committees; LIFE Fund Chair | — | Non-profit governance and fundraising |
| Sack Properties | Advisory Board Member | — | Private real estate advisory |
| ULI (MFC-Blue) | Product Council member | — | Multifamily expertise network |
Board Governance
| Attribute | Detail |
|---|---|
| Independence | Independent director (UDR affirms all directors but CEO are independent) |
| Committees | Compensation and Management Development Committee; Governance Committee (pre-2025), continuing within combined Nominating & Governance Committee effective Jan 1, 2025 |
| Committee Chair Roles | None disclosed (member, not chair) |
| Attendance | 2024: 5 board meetings; 100% director attendance; all directors attended the 2024 annual meeting; no director <75% |
| Years of Service | Director since 2015 (10 completed years) |
| Skills/Expertise | Real estate and multifamily experience; C-suite management; corporate governance; technology/cybersecurity/innovation; financial literacy |
| Overboarding Policy | UDR policy limits ≤4 public boards and ≤3 audit committees; Mary serves on 0 other public boards (in compliance) |
Fixed Compensation (Independent Director Program)
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (member) | $80,000 | Program unchanged for 2024 and 2025 |
| Committee chair fee (if applicable) | $15,000 | Audit/Comp/Nominating & Governance chairs; Mary not chair |
| Annual equity grant (member) | Target $200,000 | Mix of restricted stock, options, Class 1 LTIP Units, and/or Class 1 Performance LTIP Units |
| Mary Ann King – 2024 actual | Cash $80,000; Stock awards $189,713; All other comp $1,125; Total $270,838 | “Stock awards” are grant-date fair value (ASC 718) |
Pricing and vesting mechanics for 2024 director awards:
- Restricted stock priced at $38.64/share; vests 1/2/2025
- Stock options fair value $9.01; strike $38.64; vest 1/2/2025
- Class 1 LTIP Units priced at $38.64; vest 1/2/2025
- Class 1 Performance LTIP Units fair value $8.44; strike $38.64; vest 1/2/2025
Performance Compensation (Director Equity Detail)
| Item | Share/Unit Count | Grant/Vesting | Notes |
|---|---|---|---|
| 2024 year-end outstanding awards | 33,175 LTIP or Performance LTIP Units | Outstanding at 12/31/2024 | No options or restricted stock outstanding for Mary |
| Cash retainer election (2024) | 9,479 Class 1 Performance LTIP Units | Elected in lieu of cash portion | Indicates equity alignment |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | 0 |
| Private/non-profit boards | Over the Rainbow Association; Sack Properties advisory board; ULI councils |
| Interlocks/conflicts | None disclosed in proxy; Governance/Nominating Committee oversees related-party transactions |
Expertise & Qualifications
- Extensive multifamily and broader real estate transaction expertise; former co-chair at Moran & Company; senior leader at Berkadia .
- Corporate governance and strategic oversight experience; technology/cybersecurity/innovation exposure; strong financial literacy .
- Industry leadership roles at NMHC and ULI provide sector insights and stakeholder networks .
Equity Ownership
| Measure | Amount |
|---|---|
| Common shares owned directly | 2,549 |
| Shares issuable upon redemption of OP/LTIP units | 113,984 |
| Total beneficial ownership | 116,533 |
| % of common shares outstanding | <1% (based on 331,181,768 shares) |
Policy signals:
- Hedging prohibited; pledging requires prior approval (no pledging disclosed for Mary) .
- Director stock ownership guideline compliance affirmed for all directors (≥5x cash retainer by year 5) .
Governance Assessment
- Committee influence and independence: As a member of the Compensation Committee and Governance/Nominating functions, Mary participates in executive pay design and governance oversight; the Compensation Committee uses an independent consultant (FPL), reports no interlocks, and maintains clawback and double-trigger change-in-control provisions—positive for investor confidence .
- Engagement and attendance: Strong board engagement with 100% attendance in 2024; active shareholder outreach program with 707 interactions in 2024/early 2025—supports board effectiveness and transparency .
- Pay alignment signals: Director compensation is balanced between cash and equity; Mary’s election to receive part of cash retainer as Performance LTIP Units indicates added alignment with long-term value creation .
- Say-on-pay context: UDR’s advisory support averaged 83.55% over five years; 81.54% in 2024 after ISS concerns addressed via outreach—suggests responsive governance and constructive pay dialogue .
- Conflicts/related-party exposure: Related-person transactions are pre-approved by Governance; proxy discloses specific OP Unit/loan arrangements involving another director, but none involving Mary—no red flags identified in disclosed materials; continue monitoring given her senior role at Berkadia (a real estate services firm) for any future business overlaps .
- Risk indicators: No hedging or pledging by Mary disclosed; overboarding compliance; strong independence profile; no legal proceedings or controversies noted in proxy—low governance risk from director-specific factors in current disclosures .
Overall, Mary Ann King brings deep multifamily transaction and governance expertise, demonstrates attendance and equity alignment, and sits on key committees with independent oversight structures—supportive of board effectiveness and investor confidence, with standard monitoring warranted for potential external business overlaps as Co-Head at Berkadia .