Form 4: OLP Chairman Gould Receives 11,600 Restricted Shares

Matthew J. Gould, Chairman of One Liberty Properties Inc., was granted 11,600 restricted shares under the company's 2025 Incentive Plan.

Summary

• Matthew J. Gould, Chairman of the Board and a Director of One Liberty Properties Inc. (OLP), acquired 11,600 shares of common stock.
• These shares were issued as restricted stock on January 14, 2026, under the issuer's 2025 Incentive Plan.
• The shares are generally expected to vest on or about January 11, 2031, subject to Mr. Gould's continued relationship with the issuer.
• Following this transaction, Mr. Gould directly beneficially owns 360,247.916 shares.
• He also indirectly beneficially owns additional shares through various entities, including 15,151.747 shares via the Gould Shenfeld Family Foundation, 4,169 shares via BRT Apartments Corp. Pension Trust, 13,622 shares via 130 Store Company, 144 shares via Georgetown Partners LLC, and 2,272,600.856 shares via Gould Investors L.P.
• Several indirect holdings include shares acquired through the issuer's dividend reinvestment plan.

Sentiment

Score: 7

Explanation: The grant of restricted stock to the Chairman of the Board is a positive signal of management alignment with long-term shareholder interests and is a standard, expected compensation practice.

Positives

• The grant of 11,600 restricted shares to the Chairman of the Board aligns management's interests with long-term shareholder value.
• The shares were issued under the company's 2025 Incentive Plan, indicating a structured approach to executive compensation and retention.
• The vesting period until 2031 suggests a long-term commitment from the Chairman to the company's performance.

Future Outlook

The restricted stock grant, with a vesting period extending to 2031, indicates a long-term commitment to the company's future performance and aligns the Chairman's incentives with long-term shareholder value creation.

Management Comments

• These shares were issued as restricted stock on January 14, 2026 under the issuer's 2025 Incentive Plan.
• Generally, subject to the reporting person's continued relationship with the issuer, the shares vest on or about January 11, 2031.

Industry Context

This transaction is a routine executive compensation event, common across industries, where restricted stock grants are used to incentivize and retain key management by aligning their financial interests with the long-term performance of the company. It reflects standard corporate governance practices for executive remuneration.

Comparison to Industry Standards

• The use of restricted stock as a component of executive compensation is a widely adopted practice across publicly traded companies, particularly in the real estate investment trust (REIT) sector where One Liberty Properties Inc. operates.
• The vesting period of approximately five years (from 2026 to 2031) is within typical industry ranges for long-term incentive plans, which often span three to five years, demonstrating a commitment to sustained performance.
• The grant to a Chairman of the Board is consistent with compensation structures for senior leadership in comparable REITs, aiming to foster alignment with shareholder interests.

Corporate Governance

Related Party Transactions

• Indirect beneficial ownership through Gould Shenfeld Family Foundation, where the reporting person is a trustee.
• Indirect beneficial ownership through BRT Apartments Corp. Pension Trust, where the reporting person is a trustee.
• Indirect beneficial ownership through Georgetown Partners LLC, where the reporting person is a manager.
• Indirect beneficial ownership through Gould Investors L.P., where the reporting person is the chairman of the corporate managing general partner and holds limited partnership interests.

Stakeholder Impact

• Shareholders: Potential positive impact due to increased alignment of management's long-term interests with shareholder value creation.
• Employees: No direct impact mentioned, but part of a broader incentive plan that could affect other employees.
• Management: Direct positive impact through long-term equity compensation.

Next Steps

• Continued relationship of Matthew J. Gould with One Liberty Properties Inc.
• Vesting of the 11,600 restricted shares on or about January 11, 2031.

Key Dates

Recommendation

This Form 4 filing details a routine restricted stock grant to the Chairman of the Board, which is a standard executive compensation practice aimed at aligning management's long-term interests with shareholder value. While positive for governance and executive retention, it does not present new fundamental information that would warrant a change in investment thesis. Therefore, a 'hold' recommendation is appropriate, maintaining current positions based on broader company fundamentals rather than this specific transactional report.

Keywords

One Liberty Properties, OLP, Matthew J. Gould, restricted stock, incentive plan, insider transaction, Form 4, beneficial ownership, corporate governance, executive compensation