Gary Pinkus
Walker & DunlopAbout Gary Pinkus
Independent director at Walker & Dunlop since June 9, 2024; age 59. Chairman of North America at McKinsey & Company, former managing partner roles across McKinsey’s North America and West Coast practices; audit committee financial expert. Education: BA in English and Quantitative Economics (Stanford), MBA (Harvard Business School). Current external board: Bloom Energy; trustee at Wake Forest University; Chair of U.S. Ski & Snowboard Finance Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| McKinsey & Company | Chairman of North America | 2018–present | Chairs Senior Partners Committee since 2019; former global leader, Private Equity & Principal Investors Practice; chaired Risk, Audit & Governance, Strategy, Finance & Infrastructure Committees . |
| McKinsey & Company | Managing Partner, North America | 2015–2018 | Led the North America practice . |
| McKinsey & Company | Managing Partner, West Coast | 2006–2013 | Led West Coast practice; prior San Francisco office managing partner 2003–2006 . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bloom Energy Corporation | Director | Current | Public company director . |
| Wake Forest University | Board of Trustees | Current | Trustee . |
| U.S. Ski & Snowboard | Chair, Finance Committee | Current | Finance committee leadership . |
Board Governance
- Independence: Board affirmatively determined Pinkus is independent under NYSE rules; no material relationship with WD .
- Committee assignments: Audit & Risk Committee member; designated Audit Committee Financial Expert .
- Lead Independent Director: John Rice .
- Attendance: WD held nine Board meetings in 2024; all directors serving in 2024 attended ≥75% of Board/committee meetings .
- Executive sessions: Independent directors meet in executive session at each quarterly Board meeting; chaired by Lead Director .
- Risk oversight: Audit & Risk Committee oversees risk assessment/management (cybersecurity, credit, liquidity, market risk) and reviews related-party transactions .
Fixed Compensation
| Element | Structure (2024 program) | Cash Amounts (Pinkus, 2024) |
|---|---|---|
| Annual base retainer | $100,000 cash | $98,548 (prorated due to June 2024 start) . |
| Committee chair/member retainers | Audit & Risk: Chair $25,000; Member $10,000. Compensation: Chair $25,000; Member $10,000. Nominating & Corporate Governance: Chair $15,000; Member $10,000. Lead Director: $30,000 | Included in fees above (total cash $98,548) . |
| 2024 Director Compensation (Pinkus) | Amount ($) |
|---|---|
| Fees earned or paid in cash | 98,548 |
| Stock awards (grant-date fair value) | 134,301 |
| Total | 232,849 |
Note: Footnote indicates the amount includes restricted stock units received in lieu of 2024 directors’ fees plus cash fees, evidencing elective deferral into equity under WD’s Director Deferred Compensation Plan .
Performance Compensation
- Director equity: Annual grant of $150,000 in restricted stock/RSUs (rounded down) at the annual meeting; vests after one year, subject to continued service. Pinkus’ 2024 grant was prorated at $134,301 given his June 2024 appointment .
- Director deferral: Non‑employee directors may elect to defer up to 100% of cash/stock retainers into deferred stock units under the Director Deferred Compensation Plan; DSUs tied to fair market value, fully vested for cash-deferral units, and settle per elected distribution triggers .
Company performance metrics (Board oversight of pay-for-performance for executives):
| Metric | Weight | Threshold | Target | Maximum | 2024 Result |
|---|---|---|---|---|---|
| Adjusted EBITDA | 25% | $255,104,550 | $315,219,150 | $345,141,450 | $328,548,934 |
| Total Revenues | 25% | $896,274,237 | $1,107,162,293 | $1,318,050,349 | $1,132,489,795 |
| Diluted EPS | 25% | $2.70 | $3.34 | $3.98 | $3.19 |
| Corporate Leadership & Strategy | 15% | See proxy | See proxy | See proxy | Target & Max Achievement |
| Human Capital Initiatives | 10% | See proxy | See proxy | See proxy | Target Achievement |
Implication: Directors oversee rigorous, multi-metric incentive frameworks; director equity itself is time‑based (no performance conditions), but elective deferrals and ownership guidelines strengthen alignment .
Other Directorships & Interlocks
| Entity | Sector Relation to WD | Potential Interlock/Conflict Notes |
|---|---|---|
| Bloom Energy | Energy technology; not a WD customer/supplier | No WD-related transactions disclosed; standard independence affirmed . |
| McKinsey & Company | Consulting | WD discloses related-party transaction policy and Audit & Risk review; no payments to McKinsey disclosed; director recusal policy applies if any arise . |
Expertise & Qualifications
- Strategic leadership from senior roles at McKinsey; extensive board-level committee experience; audit/finance literacy at expert level .
- Sector exposure across private equity and principal investing; governance committee leadership background .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | As of |
|---|---|---|---|
| Gary S. Pinkus | — | — (less than 1%) | March 7, 2025 |
- Director stock ownership guidelines: 5× annual base cash retainer; directors have five years from Board entry to reach the threshold .
- Deferred compensation: DSU program available to directors, with elective settlement timing; Pinkus’ 2024 footnote indicates use of RSUs in lieu of cash fees .
Governance Assessment
- Strengths: Independent status; Audit & Risk Committee membership with audit committee financial expert designation; formal related‑party transaction policy and committee oversight; regular executive sessions; attendance ≥75% in 2024; robust director ownership guidelines and optional deferral into equity .
- Alignment signals: Prorated equity award and use of RSUs in lieu of cash retainers point to equity alignment; Board oversight of multi-metric pay‑for‑performance for executives; strong say‑on‑pay support (98% in 2024) reflects shareholder confidence in compensation governance .
- Watchpoints: As of March 7, 2025, no beneficial ownership reported; within five‑year window to meet 5× retainer guideline; continued monitoring for any McKinsey engagements with WD—policy requires Audit & Risk review and director recusal for any related‑party matters .
No related-party transactions involving Pinkus were disclosed; the only related‑party payment noted was $53,750 to MLT (CEO John Rice’s non‑profit) for HR consulting, with independence preserved after Board review .