- Janice (“Jan”) Fields, former
McDonald’s USA president, and Nancy Killefer, former senior partner
at McKinsey & Company, to join the Board in January 2019
- New independent directors bring
significant public company board, retail and consumer
experience
Taubman Centers, Inc. (NYSE: TCO) today announced that the
Company’s Board of Directors appointed Jan Fields and Nancy
Killefer to the Board, effective January 16, 2019. Incumbent
independent directors Jerome A. Chazen and Craig M. Hatkoff will
resign from the Board, effective January 15, 2019, and Ms. Fields
and Ms. Killefer will assume the remainder of Mr. Chazen’s and Mr.
Hatkoff’s terms, that expire at the Company’s 2019 Annual
Meeting.
Ms. Fields, 63, the former president of McDonald’s USA, is a
seasoned retail- and consumer-oriented executive with strong
operational experience. From 1978 to 2012, she held several
management positions of increasing responsibility at McDonald’s
USA, LLC, gaining marketing, finance, supply chain, human
relations, real estate, sustainability, communications, investor
relations, and strategic planning experience. She left the company
in 2012 after serving as president for the company’s 14,000
restaurants in the U.S. Ms. Fields was named to Forbes’ list of The
World’s 100 Most Powerful Women twice, most recently in 2011, and
in 2010 to Fortune’s 50 Most Powerful Women in Business list, her
fourth time. Ms. Fields also brings extensive public company board
and corporate governance experience, as she currently serves on the
boards of Welbilt, Inc. (NYSE: WBT), where she is a member of the
Compensation and Corporate Governance Committees, and Chico’s FAS,
Inc. (NYSE: CHS), where she is a member of the Executive Committee
and Chair of the Corporate Governance and Nominating Committee. She
also previously served on the boards of Buffalo Wild Wings, Inc.
and Monsanto Company.
Ms. Killefer, 65, is an experienced executive and board
director. She was a senior partner at McKinsey & Company,
holding a variety of leadership roles for 31 years. At McKinsey,
she provided strategic counsel to a multitude of consumer, retail,
healthcare and other companies in the areas of strategic planning,
sales, marketing and brand building. She also created and led
McKinsey’s Public Sector Practice. Ms. Killefer also served in the
United States Department of the Treasury as the assistant secretary
for Management, chief financial officer and chief operating
officer. She has significant public company board experience. She
currently serves on the boards of Cardinal Health, Inc. (NYSE:
CAH), where she is a member of the Human Resources and Compensation
Committee, and Avon Products, Inc. (NYSE: AVP), where she is a
member of the Compensation and Management Development Committee and
Chair of the Nominating and Corporate Governance Committee. She
previously served on the boards of CSRA Inc., Computer Sciences
Corporation, and The Advisory Board Company.
With these appointments, the Taubman Board remains at nine
directors, eight of whom are independent, and seven of whom have
joined the Board since April 2016. These appointments demonstrate
the company’s commitment to accelerate and continue board
refreshment. They further strengthen the board’s composition as to
relevant expertise and skillsets, achieve enhanced board diversity
and reduce tenure and age. With seven director departures and
additions since 2016, the average tenure of all Board members is
now 4.9 years, the average tenure of the non-management directors
is 2.3 years and four members of the board are women.
“We are delighted to welcome Jan and Nancy to the Board as our
newest independent directors and know they will bring substantial
value and insights to us from their impressive retail, consumer,
leadership and governance backgrounds,” said Myron E. (“Mike”)
Ullman III, Lead Director and Chair of the Nominating and Corporate
Governance Committee of the Company. “On behalf of all of my fellow
directors and the company, we thank Jerry and Craig for their years
of dedicated service and contributions. Taubman’s Board remains
focused on ensuring the Company navigates the evolving retail
environment from a position of strength and drives sustainable
value for all of our shareholders.”
“I have been impressed with the company’s strategy of owning,
operating and developing the most productive retail assets in the
U.S. regional mall sector, and I look forward to contributing to
the company’s future successes,” said Ms. Fields.
“I am honored to join the Taubman Board and I look forward to
contributing my knowledge, insight, and perspectives to help lead
the company into the future,” said Ms. Killefer.
About Jan Fields
Ms. Fields is a member of the Board of Directors of Welbilt,
Inc. (since 2018), where she is a member of the Compensation and
Corporate Governance Committees. She is also a member of the Board
of Directors of Chico’s FAS, Inc. (since 2013), where she is a
member of the Executive Committee and Chair of the Corporate
Governance and Nominating Committee. Ms. Fields previously served
on the boards of Buffalo Wild Wings, Inc. (2017 to 2018), where she
was Chairperson, and Monsanto Company (2008 to 2018), where she
chaired the Sustainability and Corporate Responsibility Committee,
and was a member of the Compensation, Nominating and Governance,
and Executive Committees.
From 1978 to 2012, Jan worked for McDonald’s USA, LLC. She
started as a crew member and grew to hold numerous roles, including
several executive positions. From 1996 to 2000, Jan was Vice
President of the company’s Pittsburgh region. From 2000 to 2002,
she was Senior Vice President of Restaurant Support. From 2002 to
2003, she was Senior Vice President and Chief Support Officer of
the company’s Central Division. From 2003 to 2006, she was
President of the company’s Central Division. From 2006 to 2010, she
was Executive Vice President and Chief Operating Officer. From 2010
to 2012, she was President.
Jan also has private and non-profit board experience, including
serving on the Global Board of Trustees for the Ronald McDonald
House Charities since 2012.
About Nancy Killefer
Ms. Killefer is a member of the Board of Directors of Cardinal
Health, Inc. (since 2015), where she is a member of the Human
Resources and Compensation Committee. She is also a member of the
Board of Directors of Avon Products, Inc. (since 2013), where she
is a member of the Compensation and Management Development
Committee and Chair of the Nominating and Corporate Governance
Committee and previously served on the Audit Committee. Ms.
Killefer previously served on the boards of CSRA Inc. (2015 to
2018), where she was the Chairperson and chaired the Executive
Committee, Computer Sciences Corporation (2013 to 2015), where she
chaired the Compensation Committee, and The Advisory Board Company
(2013 to 2017), where she was a member of the Audit Committee.
Nancy worked for McKinsey & Company for 31 years in a
variety of leadership roles, where she served a multitude of
consumer, retail, restaurant, technology and other companies. From
1979 to 1997 she held various positions of increasing
responsibility, including Director. From 2000 to 2007 she was
Managing Partner of the company’s Washington, DC Office. From 2005
to 2012, Nancy served as the founder and Senior Partner of
McKinsey's Public Sector Practice. From 2000 to 2012 she was on the
Shareholders Committee, the company's governing board, where she
chaired the People Committee. She also served on the McKinsey's
Professional Standards Committee, the Client Service Risk
Committee, and the Director's Review Committee.
From 1997 to 2000, Nancy served in the United States Department
of the Treasury as the assistant secretary for Management, chief
financial officer and chief operating officer.
Nancy served as a Board Member for the Partnership for Public
Service from 2009 to 2014 and the National Trust for Historic
Preservation from 2005 to 2014. She has also served on a number of
U.S. government boards. She served on the Defense Business Board
from 2014 to 2018 and was the Vice Chair. From 2000 to 2005 she
served on the IRS Oversight Board and was Chairperson from 2002 to
2005. Nancy received a M.S. in management from Massachusetts
Institute of Technology and a B.A. in economics from Vassar
College.
Committee Appointments
Following the addition of Ms. Fields and Ms. Killefer and a
review of the Board’s committee compositions, the Company also
announced several new committee appointments.
Mayree C. Clark, who joined the Taubman Board in January 2018,
was named Chair of the Board’s Compensation Committee. Ms. Fields
and Cia Buckley Marakovits, who joined the Taubman Board in
December 2016, were also appointed to the Board’s Compensation
Committee.
Ms. Killefer and Jonathan Litt, who joined the Taubman Board in
June 2018, were appointed to the Board’s Audit Committee.
Ms. Clark and Michael J. Embler, who joined the Taubman Board in
January 2018, were appointed to the Board’s Nominating and
Corporate Governance Committee.
About Taubman
Taubman Centers is an S&P MidCap 400 Real Estate Investment
Trust engaged in the ownership, management and/or leasing of 26
regional, super-regional and outlet shopping centers in the U.S.
and Asia. Taubman’s U.S.-owned properties are the most productive
in the publicly held U.S. regional mall industry. Founded in 1950,
Taubman is headquartered in Bloomfield Hills, Mich. Taubman Asia,
founded in 2005, is headquartered in Hong Kong. www.taubman.com.
For ease of use, references in this press release to “Taubman
Centers,” “company,” “Taubman” or an operating platform mean
Taubman Centers, Inc. and/or one or more of a number of separate,
affiliated entities. Business is actually conducted by an
affiliated entity rather than Taubman Centers, Inc. itself or the
named operating platform.
This press release may contain forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. These statements reflect management's current views with
respect to future events and financial performance. Forward-looking
statements can be identified by words such as “will”, “may”,
“could”, “expect”, “anticipate”, “believes”, “intends”, “should”,
“plans”, “estimates”, “approximate”, “guidance” and similar
expressions in this press release that predict or indicate future
events and trends and that do not report historical matters. The
forward-looking statements included in this release are made as of
the date hereof. Except as required by law, the company assumes no
obligation to update these forward-looking statements, even if new
information becomes available in the future. Actual results may
differ materially from those expected because of various risks,
uncertainties and other factors. Such factors include, but are not
limited to: changes in market rental rates; unscheduled closings or
bankruptcies of tenants; relationships with anchor tenants; trends
in the retail industry; challenges with department stores; changes
in consumer shopping behavior; the liquidity of real estate
investments; the company’s ability to comply with debt covenants;
the availability and terms of financings; changes in market rates
of interest and foreign exchange rates for foreign currencies;
changes in value of investments in foreign entities; the ability to
hedge interest rate and currency risk; risks related to acquiring,
developing, expanding, leasing and managing properties; competitors
gaining economies of scale through M&A and consolidation
activity; changes in value of investments in foreign entities;
risks related to joint venture properties; insurance costs and
coverage; security breaches that could impact the company’s
information technology, infrastructure or personal data; costs
associated with response to technology breaches; the loss of key
management personnel; shareholder activism costs and related
diversion of management time; terrorist activities; maintaining the
company’s status as a real estate investment trust; changes in the
laws of states, localities, and foreign jurisdictions that may
increase taxes on the company’s operations; and changes in global,
national, regional and/or local economic and geopolitical climates.
You should review the company's filings with the Securities and
Exchange Commission, including “Risk Factors” in its most recent
Annual Report on Form 10-K and subsequent quarterly reports, for a
discussion of such risks and uncertainties.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20181206005951/en/
Erik Wright, Taubman, Manager, Investor Relations,
248-258-7390ewright@taubman.com
Maria Mainville, Taubman, Director, Strategic Communications,
248-258-7469mmainville@taubman.com
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