Form 4: Veris Residential Director MacFarlane Reports Acquisition of Phantom Stock Units

Director Victor B. MacFarlane reports acquiring phantom stock units in Veris Residential, Inc. through a deferred compensation plan.

Summary

• On September 30, 2024, Victor B. MacFarlane, a director of Veris Residential, Inc., acquired 1,364.909 phantom stock units.
• These units were obtained through the Veris Residential, Inc. Deferred Compensation Plan for Directors.
• 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.
• The price of the stock at the time of the transaction was $17.86.
• Following the transaction, MacFarlane directly owns 17,959.847 shares of Veris Residential, Inc.

Sentiment

Score: 7

Explanation: The sentiment is neutral to positive. The acquisition of phantom stock units by a director suggests confidence in the company's future, but it's a routine transaction under a pre-existing plan.

Positives

• The acquisition of phantom stock units by a director signals confidence in the company's future performance.
• The deferred compensation plan aligns the director's interests with those of the shareholders.

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 receiving stock-based compensation is a common practice in the real estate industry to align management's interests with shareholder value. Deferred compensation plans are also frequently used.

Comparison to Industry Standards

• Equity compensation for board members is a standard practice across publicly traded REITs like Veris Residential.
• Companies such as Equity Residential (EQR) and AvalonBay Communities (AVB) also utilize stock-based compensation for their directors.
• The specific amount and structure of the compensation vary based on company size, performance, and compensation philosophy.

Stakeholder Impact

• The acquisition of phantom stock units by a director aligns their interests with those of the shareholders, potentially leading to decisions that benefit shareholder value.

Key Dates