Form 4: Veris Residential Director Frederic Cumenal Increases Equity Holdings Through Phantom Stock Unit Grant

Veris Residential, Inc. Director Frederic Cumenal acquired 1,818.188 phantom stock units as part of his quarterly compensation, increasing his total beneficial ownership to 33,903.992 units.

Summary

• Frederic Cumenal, a Director of Veris Residential, Inc. (VRE), acquired 1,818.188 phantom stock units on June 30, 2025.
• These phantom stock units were granted as a quarterly director's fee and a quarterly dividend credited on cumulative phantom stock units.
• The acquisition was made under the Veris Residential, Inc. Deferred Compensation Plan for Directors.
• Each phantom stock unit converts to one share of common stock.
• The phantom stock units are valued at $14.89 per unit.
• Following this transaction, Frederic Cumenal beneficially owns a total of 33,903.992 phantom stock units.
• The units are set to be settled 100% in Veris Residential, Inc. common stock upon the termination of Mr. Cumenal's service on the Board of Directors or upon a change in control of Veris Residential, Inc.

Sentiment

Score: 6

Explanation: The document reports a routine compensation grant to a director, which is a neutral to slightly positive event as it aligns director interests with shareholders. There are no negative implications or significant new information to alter the overall sentiment dramatically.

Positives

• The acquisition of phantom stock units by a director aligns their interests more closely with those of shareholders, as the value of their compensation is tied to the company's stock performance.
• The grant represents a routine compensation mechanism, indicating stable corporate governance practices regarding director remuneration.

Future Outlook

The acquired phantom stock units are forward-looking as they are to be settled in 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.

Management Comments

• The phantom stock units were accrued under the Veris Residential, Inc. Deferred Compensation Plan for Directors and are to be settled 100% in Veris Residential, Inc. common stock upon the termination of the reporting person's service on the Board of Directors of Veris Residential, Inc. or upon a change in control of Veris Residential, Inc.

Industry Context

The grant of equity-based compensation, such as phantom stock units, to directors is a common practice across publicly traded companies, particularly in the real estate investment trust (REIT) sector, to align the interests of board members with long-term shareholder value.

Comparison to Industry Standards

• The use of phantom stock units as a component of director compensation is a standard practice in the industry, aligning director incentives with company performance without immediate dilution.
• Deferred compensation plans for directors are common across public companies, including REITs, to retain talent and encourage long-term commitment.

Corporate Governance

Related Party Transactions

• Grant of 1,818.188 phantom stock units to Frederic Cumenal, a director, as part of his quarterly director's fee and dividend credit under the Veris Residential, Inc. Deferred Compensation Plan for Directors.

Stakeholder Impact

• Shareholders: Increased alignment of director's interests with shareholder value due to equity-based compensation, which vests upon future events.
• Employees: No direct impact mentioned.
• Customers: No direct impact mentioned.
• Suppliers: No direct impact mentioned.
• Creditors: No direct impact mentioned.

Next Steps

• The phantom stock units will convert to common stock upon the termination of Frederic Cumenal's service on the Board of Directors or upon a change in control of Veris Residential, Inc.

Key Dates

Keywords

Veris Residential, VRE, Form 4, Insider Transaction, Phantom Stock Units, Director Compensation, Equity Grant, Deferred Compensation Plan, Corporate Governance