Form 4: W. P. Carey Director Tonit M. Calaway Receives Annual Restricted Share Award

W. P. Carey Inc. Director Tonit M. Calaway was granted 2,778 restricted shares of common stock as part of an annual award, scheduled to vest on the anniversary of the grant date.

Summary

• Tonit M. Calaway, a Director of W. P. Carey Inc. (WPC), acquired 2,778 shares of common stock on July 1, 2025.
• The acquisition represents an annual award of restricted shares granted under the Issuer's Amended and Restated 2017 Share Incentive Plan.
• These restricted shares were acquired at a price of $0, indicating a grant rather than a purchase.
• The acquired shares are scheduled to vest in full on the anniversary of the grant date.
• Following this transaction, Tonit M. Calaway directly beneficially owns 14,272 shares of W. P. Carey Inc. common stock.
• A Power of Attorney was executed on June 12, 2025, by Tonit M. Calaway, appointing several individuals as attorneys-in-fact to handle SEC filings (Forms 3, 4, and 5) on her behalf for W. P. Carey Inc. securities.

Sentiment

Score: 7

Explanation: The sentiment is positive as it reflects routine director compensation through equity, aligning interests with shareholders, and indicates stable corporate governance practices for SEC compliance.

Positives

• The grant of restricted shares aligns the interests of Director Tonit M. Calaway with those of W. P. Carey Inc. shareholders.
• The award is part of a pre-existing Share Incentive Plan, indicating a structured approach to executive and director compensation.

Future Outlook

The 2,778 restricted shares granted to Director Tonit M. Calaway are scheduled to vest in full on the anniversary of the grant date, which is July 1, 2026.

Industry Context

The grant of restricted shares to a director is a common practice in publicly traded companies, serving as a form of non-cash compensation designed to align the interests of the board members with long-term shareholder value creation. This type of compensation is standard across various industries, including real estate investment trusts (REITs) like W. P. Carey Inc.

Comparison to Industry Standards

• The use of restricted stock awards for non-employee director compensation is a standard practice across publicly traded companies, including those in the REIT sector, aligning director incentives with shareholder returns.
• Equity grants, such as the 2,778 restricted shares awarded, are a typical component of a director's compensation package, comparable to practices observed in other large-cap real estate companies and diversified investment firms.

Corporate Governance

Stakeholder Impact

• Shareholders: The grant of restricted shares to a director helps align the director's financial interests with the long-term performance of the company, potentially benefiting shareholders through improved governance and strategic decisions. There is a minor dilutive effect from the issuance of new shares, but this is typically factored into compensation plans.

Next Steps

• The restricted shares granted on July 1, 2025, are scheduled to vest in full on July 1, 2026.

Key Dates

Keywords

W. P. Carey Inc., WPC, SEC Form 4, Restricted Shares, Equity Grant, Director Compensation, Insider Transaction, Share Incentive Plan, Corporate Governance