Form 4: Douglas Emmett Inc. Director Dorene Dominguez Receives Long-Term Incentive Plan Units

Dorene Dominguez, a director at Douglas Emmett Inc., was granted 11,162 long-term incentive plan units as part of her annual compensation.

Summary

• Dorene Dominguez, a director of Douglas Emmett Inc., received 11,162 long-term incentive plan units (LTIP Units) on December 12, 2024.
• These LTIP Units were granted as part of her annual compensation for serving as a director.
• The LTIP Units are part of the 2016 Omnibus Stock Incentive Plan of Douglas Emmett Inc.
• Each LTIP Unit can be converted into one partnership common unit (OP Unit) of Douglas Emmett Properties, LP, upon vesting and meeting certain criteria.
• The conversion is based on a one-for-one basis and requires a specified percentage increase in Gross Asset Values of the Operating Partnership's assets.
• LTIP Units not converted within 10 years of the grant date will be forfeited.
• OP Units can be redeemed for an equivalent number of Douglas Emmett Inc. common stock shares or their cash value, at the company's election.
• The LTIP Units vest in four equal installments on January 1, 2025, April 1, 2025, July 1, 2025, and October 1, 2025.
• Ms. Dominguez also holds an additional 3,694 LTIP Units and 36,260 OP Units.

Sentiment

Score: 7

Explanation: The document reflects a routine compensation practice, indicating a stable and expected business operation. The grant of LTIP units is a positive sign of alignment between the director and the company's long-term goals.

Positives

• The grant of LTIP Units aligns the director's interests with the long-term performance of the company.
• The vesting schedule encourages continued service and contribution from the director.
• The potential conversion of LTIP Units to OP Units and then to common stock provides a clear path for the director to benefit from the company's success.

Risks

• The LTIP Units are subject to forfeiture if not converted within 10 years of the grant date.
• The conversion of LTIP Units to OP Units is contingent on achieving a specified percentage increase in Gross Asset Values of the Operating Partnership's assets.

Future Outlook

The LTIP Units will vest in four equal installments throughout 2025, and can be converted to OP Units upon meeting certain performance criteria. The OP Units can then be redeemed for common stock or cash.

Industry Context

The use of long-term incentive plans is a common practice in the real estate industry to align the interests of directors and management with the long-term performance of the company. This grant is part of Douglas Emmett's ongoing compensation strategy.

Comparison to Industry Standards

• Many real estate companies use LTIPs as part of their compensation packages for directors and executives.
• The vesting schedule of one-quarter per quarter is a fairly standard approach to incentivizing long-term performance.
• The conversion of LTIP Units to OP Units and then to common stock is a common structure in real estate partnerships.
• Companies like Boston Properties (BXP) and Equity Residential (EQR) also utilize similar long-term incentive plans for their directors and executives.

Stakeholder Impact

• Shareholders may view the grant of LTIP Units as a positive sign of alignment between the director and the company's long-term goals.
• The vesting schedule encourages continued service and contribution from the director.

Next Steps

• The LTIP Units will vest in four equal installments throughout 2025.
• The director will need to meet the performance criteria to convert the LTIP Units to OP Units.
• The director may choose to redeem the OP Units for common stock or cash upon the occurrence of certain events.

Key Dates

Keywords

LTIP Units, Long-Term Incentive Plan, Director Compensation, Douglas Emmett Inc, DEI, OP Units, Stock Incentive Plan, Dorene Dominguez