Form 4: STAG Industrial Director Granted Long-Term Incentive Units

STAG Industrial, Inc. Director Francis X Jacoby III was granted 3,369 long-term incentive plan units vesting over one year.

Summary

• Francis X Jacoby III, a Director of STAG Industrial, Inc. (STAG), was granted 3,369 Long-Term Incentive Plan (LTIP) Units.
• The LTIP Units were granted on January 8, 2026, under the Issuer's 2011 Equity Incentive Plan, as amended.
• These units vest on a quarterly basis over a one-year period.
• LTIP Units can achieve full parity with common units of limited partnership of the Operating Partnership (OP Units).
• Non-forfeitable LTIP Units may be converted into OP Units and then redeemed for cash equal to the market value of one share of the Issuer's common stock, or, at the Issuer's election, for shares of common stock on a one-for-one basis.
• Following this transaction, Francis X Jacoby III beneficially owns 58,945 derivative securities (LTIP Units).

Sentiment

Score: 6

Explanation: The filing reports a routine equity grant to a director, which is a positive for aligning interests but does not indicate significant new financial performance or strategic shifts. It's a standard compensation disclosure.

Positives

• The grant of LTIP Units to a director aligns management's interests with those of shareholders, as the value of the units is tied to the company's stock performance.
• Equity compensation is a standard practice to incentivize and retain key personnel, including directors.

Future Outlook

The granted LTIP Units will vest quarterly over a one-year period, eventually becoming convertible into OP Units and then redeemable for cash or shares of STAG Industrial's common stock on a one-for-one basis, subject to achieving full parity.

Industry Context

Equity grants, such as LTIP units, are a common form of executive and director compensation within the Real Estate Investment Trust (REIT) sector and broader public companies. They are designed to align the interests of company leadership with long-term shareholder value creation, a standard practice across the industrial REIT segment where STAG Industrial operates.

Corporate Governance

Related Party Transactions

• The grant of 3,369 LTIP Units to Francis X Jacoby III, a Director, constitutes a transaction with a related party, which is a standard form of compensation under the company's approved 2011 Equity Incentive Plan.

Stakeholder Impact

• Shareholders: The grant aligns the director's financial interests with long-term shareholder value, potentially fostering more strategic decision-making. There is a minor potential for future dilution if units are converted to common stock, but this is typical for equity compensation plans.
• Management/Directors: The grant provides an incentive for the director to contribute to the company's long-term performance and retention.

Next Steps

• The LTIP Units will vest on a quarterly basis over the next year, starting from January 8, 2026.
• Upon vesting and achieving full parity, the non-forfeitable LTIP Units may be converted into OP Units and subsequently redeemed for cash or common stock.

Key Dates

Keywords

STAG Industrial, LTIP Units, Equity Incentive Plan, Director Compensation, Insider Transaction, Form 4, SEC Filing, Real Estate Investment Trust, Industrial REIT