Form 4: Veris Residential Director A. Akiva Katz Reports Acquisition of Phantom Stock Units

Director A. Akiva Katz reports acquiring phantom stock units in Veris Residential, Inc. through a deferred compensation plan.

Summary

• On July 3, 2024, A. Akiva Katz, a director of Veris Residential, Inc., acquired 1,834.358 phantom stock units.
• These units were awarded as part of the Veris Residential, Inc. Deferred Compensation Plan for Directors, representing a quarterly director's fee and dividend credit.
• The phantom stock units convert to common stock on a one-for-one basis and will be settled in Veris Residential, Inc. common stock upon termination of service or a change in control.
• Following the transaction, Katz beneficially owns 16,376.755 phantom stock units.

Sentiment

Score: 7

Explanation: The document reflects a routine transaction related to director compensation, indicating a stable and ongoing governance structure. The sentiment is neutral to slightly positive as it reflects alignment of interests.

Positives

• The acquisition of phantom stock units aligns the director's interests with the company's long-term performance.
• The Deferred Compensation Plan for Directors incentivizes continued service and commitment.

Future Outlook

The phantom stock units will be settled in Veris Residential, Inc. common stock upon the termination of the reporting person's service on the Board of Directors or upon a change in control of Veris Residential, Inc.

Industry Context

Directors often receive stock-based compensation to align their interests with shareholders and incentivize long-term value creation. Deferred compensation plans are a common tool for this purpose.

Comparison to Industry Standards

• Stock-based compensation for directors is a common practice across the real estate industry, with companies like Equity Residential (EQR) and AvalonBay Communities (AVB) also utilizing similar incentive structures.
• The specific terms of the deferred compensation plan, such as the vesting schedule and settlement terms, are typical for director compensation packages.

Related Party Transactions

• The acquisition of phantom stock units under the Deferred Compensation Plan is a related party transaction, as it involves compensation to a director of the company.

Stakeholder Impact

• The transaction has a minor positive impact on shareholders by aligning the director's interests with the company's long-term success.
• The director benefits from the deferred compensation plan, which provides a future stake in the company's performance.

Key Dates