Form 4: Armada Hoffler Director Jennifer R. Boykin Receives Time-Based LTIP Units

Director Jennifer R. Boykin received 1,699 Time-Based LTIP Units in Armada Hoffler, L.P., which are convertible into common units after a two-year vesting period, as part of her compensation for service on the board.

Summary

• Jennifer R. Boykin, a director of Armada Hoffler Properties, Inc., received 1,699 Time-Based LTIP Units on March 5, 2025.
• These units are in Armada Hoffler, L.P., the operating partnership of Armada Hoffler Properties.
• The grant is a pro-rated amount of the annual equity grant to directors, based on her service from her appointment to the board until the 2025 annual meeting of stockholders.
• The Time-Based LTIP Units will vest on the date of the 2025 Annual Meeting.
• After vesting and subject to the OP Agreement, the LTIP Units are convertible into common units of limited partnership interest.
• Except in the event of a Change of Control, the Time-Based LTIP Units may not be converted to Common Units until two years following the date of grant.
• Each Common Unit is redeemable for cash equal to the then-current market value of one share of the Company's common stock or, at the election of the Company, one share of the Company's common stock.

Sentiment

Score: 7

Explanation: The document reflects a routine director compensation event, which is generally viewed neutrally to positively as it aligns director interests with company performance.

Positives

• The grant of LTIP units aligns the director's interests with the long-term performance of the company.
• The vesting period encourages continued service on the board.

Future Outlook

The Time-Based LTIP Units will vest on the date of the 2025 Annual Meeting and become convertible into common units after a two-year vesting period, subject to the terms of the OP Agreement.

Industry Context

Granting LTIP units to board members is a common practice in the real estate industry to align their interests with those of shareholders and incentivize long-term value creation.

Comparison to Industry Standards

• Equity compensation for board members in REITs (Real Estate Investment Trusts) typically includes a mix of stock options, restricted stock, and LTIP units.
• The specific amount and terms of the grant are generally benchmarked against peer companies of similar size and market capitalization.
• For example, companies like Simon Property Group and Public Storage also utilize equity-based compensation for their directors.

Stakeholder Impact

• The grant of LTIP units to a director can positively impact shareholders by aligning the director's interests with the long-term success of the company.
• The director is incentivized to make decisions that increase shareholder value.

Key Dates