Form 4: STAG Industrial CEO William Crooker Awarded Performance-Based LTIP Units

William Crooker, CEO and President of STAG Industrial, receives Long-Term Incentive Plan (LTIP) units based on performance and prior awards.

Summary

• William R. Crooker, CEO and President of STAG Industrial, Inc., was granted LTIP units on January 7, 2025, under the company's 2011 Equity Incentive Plan.
• These LTIP units vest quarterly over four years and can eventually convert to OP Units, redeemable for cash or STAG Industrial common stock.
• Crooker also received LTIP units based on a performance unit award from January 2022, earning 106% of the target over a three-year period, as determined by the Board's Compensation Committee on January 7, 2025.
• He received 40,025 LTIP units that vest quarterly and 27,935 LTIP units that are fully vested as of the issuance date.
• Following these transactions, Crooker directly holds 382,796 LTIP units.

Sentiment

Score: 7

Explanation: The document reflects a standard executive compensation practice, indicating alignment of management interests with shareholders. The performance-based component is a positive sign. However, it's a routine filing, so the sentiment is moderately positive.

Positives

• The granting of LTIP units aligns the CEO's interests with the long-term performance of the company.
• The vesting schedule of some LTIP units encourages continued service and contribution from the CEO.
• The performance-based LTIP units reward the CEO for achieving specific performance targets.
• The LTIP units can be converted into OP Units, which can then be redeemed for cash or shares of STAG Industrial common stock, providing flexibility for the CEO.

Future Outlook

The LTIP units vest over time and can be converted into OP Units, which can then be redeemed for cash or shares of STAG Industrial common stock, aligning the CEO's interests with the company's long-term performance.

Industry Context

Granting LTIP units is a common practice in the real estate industry to incentivize executives and align their interests with those of shareholders. The specific terms of the LTIP units, such as the vesting schedule and performance metrics, are tailored to the company's specific goals and circumstances.

Comparison to Industry Standards

• Similar to other REITs such as Prologis (PLD) and Duke Realty (DRE) (prior to its acquisition by Prologis), STAG Industrial uses LTIP units as part of its executive compensation package.
• The vesting schedules and performance metrics associated with these units are generally aligned with industry best practices, aiming to incentivize long-term value creation for shareholders.
• The size of the LTIP grants is also comparable to those awarded to executives at similarly sized REITs.

Stakeholder Impact

• Shareholders: The LTIP units align the CEO's interests with the long-term performance of the company, potentially benefiting shareholders.
• Employees: The performance-based component of the LTIP units may incentivize the CEO to improve the company's overall performance, which could benefit employees.
• The LTIP units do not have a direct impact on customers, suppliers, or creditors.

Key Dates