Form 4: W. P. Carey Director Peter Farrell Receives Annual Restricted Stock Grant

W. P. Carey Inc. Director Peter Farrell was granted 2,778 shares of common stock as part of an annual restricted share award, increasing his beneficial ownership to 25,214 shares.

Summary

• Peter Farrell, a Director of W. P. Carey Inc. (WPC), acquired 2,778 shares of common stock on July 1, 2025.
• This acquisition represents an annual award of restricted shares granted under the Issuer's Amended and Restated 2017 Share Incentive Plan.
• The granted shares are scheduled to vest in full on the anniversary of the grant date.
• The underlying shares will be paid at the end of a deferral period selected by Mr. Farrell under the Issuer's Deferred Compensation Plan for Non-Employee Directors.
• Following this transaction, Mr. Farrell beneficially owns 25,214 shares of W. P. Carey Inc. common stock.
• His beneficial ownership also includes 147 dividend equivalent rights (DERs) related to dividends received on deferred shares, which are payable at the end of the deferral period and are economically equivalent to one share of common stock each.

Sentiment

Score: 7

Explanation: The grant of restricted shares to a director is a positive sign of alignment between management and shareholder interests, and it's a standard compensation practice. It does not indicate any negative operational or financial issues for the company.

Positives

• The grant of restricted shares aligns the director's interests with those of shareholders, as the value of the award is tied to the company's stock performance.
• The award is part of a structured incentive plan, indicating a standard compensation practice for non-employee directors.

Future Outlook

The restricted shares granted are scheduled to vest in full on the anniversary of the grant date, and the underlying shares will be paid at the end of a deferral period selected by the reporting person.

Management Comments

• Represents an annual award of restricted shares granted under the Issuer's Amended and Restated 2017 Share Incentive Plan, which are scheduled to vest in full on the anniversary of the grant date.
• The underlying shares of the Issuer's common stock will be paid at the end of the deferral period selected by the reporting person under the Issuer's Deferred Compensation Plan for Non-Employee Directors.
• Includes 147 dividend equivalent rights ("DERs") related to dividends received on deferred shares granted under the Issuer's Deferred Compensation Plan for Non-Employee Directors. These DERs become payable at the end of the deferral period selected by the reporting person. Each DER is the economic equivalent of one share of the Issuer's common stock.

Industry Context

This transaction is a routine insider compensation event common across publicly traded companies, particularly for non-employee directors who often receive equity-based awards to align their interests with long-term shareholder value. It does not reflect broader industry trends or competitive positioning.

Comparison to Industry Standards

• The practice of granting restricted stock units (RSUs) or restricted shares to non-employee directors is a common compensation strategy in the real estate investment trust (REIT) sector, which W. P. Carey Inc. operates within.
• The structure, including vesting schedules and deferral options, is typical for such awards, aiming to retain directors and incentivize long-term performance.
• Specific comparable companies like Realty Income Corporation (O), National Retail Properties (NNN), or Agree Realty Corporation (ADC) also utilize similar equity-based compensation plans for their non-executive directors, though the exact number of shares and specific plan details would vary based on company size, compensation philosophy, and stock price.

Corporate Governance

Stakeholder Impact

• Shareholders: Minor dilution from the issuance of new shares, but generally viewed positively as it aligns director incentives with long-term shareholder value.
• Director (Peter Farrell): Receives equity compensation, aligning his personal financial interests with the company's performance.

Next Steps

• The granted restricted shares are scheduled to vest in full on the anniversary of the grant date.
• The underlying shares will be paid at the end of the deferral period selected by Peter Farrell.
• Dividend equivalent rights (DERs) will become payable at the end of the deferral period.

Key Dates

Keywords

W. P. Carey Inc., WPC, Peter Farrell, Form 4, SEC filing, restricted stock, insider ownership, director compensation, equity grant, beneficial ownership, dividend equivalent rights