Form 4: Lamar Advertising CFO Receives Performance-Based Equity Grant

Jay LeCoryelle Johnson, CFO of Lamar Advertising, was granted 33,600 Long-Term Incentive Plan (LTIP) units tied to the company's 2024 financial performance.

Summary

• Jay LeCoryelle Johnson, CFO, Treasurer, and EVP of Lamar Advertising Co/NEW, received 33,600 LTIP units on March 12, 2024.
• These LTIP units, issued under Lamar's 1996 Equity Incentive Plan, will convert into common partnership units of Lamar Advertising Limited Partnership (the 'OP') upon vesting.
• The common units are redeemable for cash or Class A common stock of Lamar on a one-for-one basis, at Lamar's election.
• Vesting is contingent upon the achievement of financial performance goals for 2024, expected to be certified in February 2025, and Johnson's continued employment.
• The number of LTIP Units issued represents achievement of financial performance goals at 120% of target.
• Johnson also indirectly owns 22,000 LTIP Units through Westview Capital Partners, LLC and 19,800 LTIP Units through Brawley Capital Partners, L.L.C.

Sentiment

Score: 7

Explanation: The document reflects a standard executive compensation practice, indicating confidence in the company's future performance. The grant is tied to financial performance goals, suggesting a positive outlook.

Positives

• The LTIP units incentivize the CFO to achieve strong financial performance for 2024.
• The grant represents achievement of financial performance goals at 120% of target, suggesting confidence in the company's outlook.
• The vesting requirements ensure alignment of the CFO's interests with those of the shareholders.

Risks

• The LTIP units are subject to forfeiture if the financial performance goals are not met.
• Vesting is contingent upon the CFO's continued employment, creating potential risk if he leaves the company before February 2025.
• The value of the LTIP units is tied to the performance of Lamar's Class A common stock, which is subject to market fluctuations.

Future Outlook

The vesting of the LTIP units is dependent on the achievement of financial performance goals by Lamar in 2024, which will be certified in February 2025.

Industry Context

Equity grants are a common practice in the advertising industry to incentivize executives and align their interests with those of shareholders. The use of LTIP units tied to financial performance is a typical approach to ensure that executives are focused on long-term value creation.

Comparison to Industry Standards

• Comparing Lamar Advertising's executive compensation structure to peers like Clear Channel Outdoor and Outfront Media would provide a better understanding of whether the size and terms of the LTIP grant are in line with industry standards.
• Analyzing the specific financial performance metrics used for vesting against those of competitors would also be beneficial.
• Reviewing the vesting schedules and forfeiture provisions against industry benchmarks would offer further insights.

Stakeholder Impact

• Shareholders: The LTIP units align the CFO's interests with those of shareholders by incentivizing strong financial performance.
• Employees: The grant could have a positive impact on employee morale by demonstrating the company's commitment to rewarding performance.
• Management: The grant incentivizes management to achieve financial performance goals.

Next Steps

• Certification of Lamar's financial results for 2024 in February 2025.
• Potential vesting of the LTIP units based on the achievement of financial performance goals.
• Redemption of common units for cash or Class A common stock at Lamar's election.

Key Dates