Mary McCormick
About Mary E. McCormick
Mary E. McCormick (age 67) has served as an independent director of Xenia Hotels & Resorts, Inc. since its NYSE listing in February 2015, bringing extensive real estate, capital markets, and corporate governance expertise. She was Executive Director for the Center for Real Estate at The Ohio State University’s Fisher College of Business (2017–May 2022), a Senior Advisor at Almanac Realty Investors (2010–2016), and previously led real estate investments at the Ohio Public Employees Retirement System (1989–2005). She has held leadership roles in national real estate associations, including Chair of the Pension Real Estate Association, and holds a bachelor’s degree and MBA from The Ohio State University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ohio Public Employees Retirement System | Directed real estate investments for $64B fund | 1989–2005 | Led institutional real estate portfolio strategy |
| Almanac Realty Investors, LLC | Senior Advisor | 2010–2016 | Capital markets advisory for real assets |
| The Ohio State University (Fisher College of Business) | Executive Director, Center for Real Estate | 2017–May 2022 | Academic-industry engagement, program leadership |
| Pension Real Estate Association | Chair (prior leadership roles) | Not disclosed | Industry governance leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| EastGroup Properties (NYSE:EGP) | Director | Since 2005 | Industrial REIT board experience |
| Broadstone Net Lease (Private REIT) | Director | 2013–2016 | Net-lease REIT governance |
| Mid America Apartment Communities (NYSE:MAA) | Director | 2006–2010 | Multifamily REIT governance |
| Urban Land Institute | Member | Not disclosed | Professional real estate network |
Board Governance
- Committee assignments: Audit Committee member; Nominating and Corporate Governance Committee Chair; Executive Committee member .
- Independence: Board determined McCormick is independent under NYSE standards (7 of 8 directors independent) .
- Attendance and engagement: Board met seven times in 2024; no incumbent director attended fewer than 75% of Board/committee meetings; aggregate director attendance exceeded 99%; executive sessions of independent directors held at each regularly scheduled Board meeting .
- Lead Independent Director: Dennis D. Oklak, appointed May 2021 .
- Audit Committee qualifications: All Audit Committee members (including McCormick) are “audit committee financial experts” per SEC rules and financially literate per NYSE standards .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $75,000 | Standard non-employee director retainer |
| Committee chair fee (Nominating & Governance) | $15,000 | Chair retainer |
| Audit Committee member fee (non-chair) | $10,000 | Member retainer |
| Total cash earned (2024) | $100,000 | As reported for McCormick |
| Annual equity grant (LTIP Units or common stock) | $100,000 | Fully vested at grant upon re-election |
| 2024 equity granted | 6,766 LTIP Units | Grant date fair value $100,001 |
Performance Compensation
| Performance Metric | Applies to Director Compensation? | Evidence |
|---|---|---|
| TSR, RevPAR, EBITDA Margin, Adjusted FFO metrics | No | Director equity awards are fully vested at grant; no performance conditions for directors |
- The Company maintains rigorous performance metrics for executive incentives, not for directors; director equity awards are time-based and fully vested at grant for those re-elected at the annual meeting .
Other Directorships & Interlocks
| Company | Sector | Role | Potential Interlock with XHR |
|---|---|---|---|
| EastGroup Properties | Industrial REIT | Director | None disclosed |
| Broadstone Net Lease (Private) | Net-Lease REIT | Director (2013–2016) | None disclosed |
| Mid America Apartment Communities | Multifamily REIT | Director (2006–2010) | None disclosed |
- Independence review considers commercial relationships; entities affiliated with directors may purchase rooms/meeting space in the ordinary course; Audit Committee reviews and approves related person transactions under policy .
Expertise & Qualifications
- Real estate/REIT expertise; capital markets and corporate governance experience; risk management and accounting literacy; public company board experience; strategic planning .
- Audit Committee financial expert designation supports oversight of financial reporting and controls .
Equity Ownership
| Item | Value | Notes |
|---|---|---|
| Total beneficial ownership | 65,973 shares (incl. redeemable LTIP Units) | <1% of outstanding shares |
| % of shares outstanding | <1% | Based on 101,436,285 shares outstanding |
| LTIP Units fully vested on grant | 57,723 | Redeemable subject to conditions |
| Director equity grants history | RSUs 3,650; LTIP Units 57,723 | Since inception of plan to 3/21/2025 |
- Stock ownership guidelines: Non-employee directors must hold shares equal to 5x annual base retainer; retention requirement of at least 75% of net shares until guideline met; all directors are in compliance or expected to meet within required timeframe .
- Anti-hedging/anti-pledging: Directors are prohibited from hedging or pledging Company/Operating Partnership securities .
Governance Assessment
- Strengths: Independent director with committee leadership (Nominating & Governance Chair) and Audit Committee financial expertise; high attendance; robust stock ownership requirements; anti-hedge/pledge policies; regular executive sessions; majority voting and proxy access support strong governance .
- Compensation alignment: Director pay is balanced (cash + fully vested equity), avoiding performance-linked incentives for directors that could bias oversight; 2024 cash $100,000 and equity ~$100,001 for McCormick .
- Shareholder signals: Say-on-pay approval consistently strong (97% in 2023 program; seven years since 2017 with >93% support, except 2021), indicating investor confidence in compensation governance broadly; ongoing investor outreach (>56% of shares engaged) .
- Conflicts/related-party exposure: No specific related-party transactions disclosed for McCormick; Company has formal related person transaction policy overseen by Audit Committee; independence determination considers ordinary-course transactions (e.g., room/meeting purchases by affiliated entities) .
Overall, McCormick’s profile reflects deep REIT and institutional real estate expertise, strong independence and committee leadership, and alignment with shareholders through ownership guidelines and governance practices, with no disclosed red flags on attendance, conflicts, or hedging/pledging .