LXP Industrial Trust DEF 14A, filed Apr 8, 2024

About this DEF 14A

LXP Industrial Trust (LXP)

DEF 14A 2024-04-08 For: 2024-05-21

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Added on June 12, 2026

Mr. Bonventre assisted in the extension of our $300.0 term loan, our Senior Notes issuance and all of our leasing, investment and disposition activity and participated in meetings with our largest passive investors.

Brendan P. Mullinix

Executive Vice President and Chief Investment Officer

During 2023, Mr. Mullinix oversaw our investment strategy and all our investment activity.

Investment Quality & Volume:

●     Led the purchase of an industrial asset for an aggregate cost of $15 million.

●     Led the investment of $122.1 million in development activity.

●     Led the disposition of four properties and a land parcel for an aggregate gross disposition price of $100.2 million.

●     Oversaw the expansion of our development pipeline with the development start in Columbus, OH.

●     Oversaw 1.9 million square feet of development leasing.

Investor Outreach:

●     Participated in substantially all of our marketing efforts.

James Dudley

Executive Vice President and Director of Asset Management

During 2023, Mr. Dudley oversaw our asset management, including direct involvement in all leasing activity.

Leasing Activity:

●     Oversaw 6.8 million square feet of industrial new leases and lease extensions.

●     Oversaw 1.9 million square feet of development leasing.

Property Operations:

●     Oversaw our property operations group and the budgeting process as a member of the property budget committee.

Investor Outreach:

●     Participated in our marketing efforts.

Mr. Dudley also assisted with investment and disposition activities and ESG activities.

LXP Industrial Trust filed this DEF 14A on April 8, 2024.

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LXP Proxy Statement Summary	3

PROPOSAL NO. 1 ELECTION OF TRUSTEES	11

PROPOSAL NO. 2 ADVISORY RESOLUTION TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS	11

PROPOSAL NO. 3 ADVISORY RECOMMENDATION ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION	12

BOARD OF TRUSTEES AND CORPORATE GOVERNANCE	13

CORPORATE RESPONSIBILITY	18

MANAGEMENT AND CORPORATE GOVERNANCE	24

EXECUTIVE OFFICERS	31

COMPENSATION OF EXECUTIVE OFFICERS	33

COMPENSATION TABLES	46

PAY VERSUS PERFORMANCE DISCLOSURE	52

CEO PAY RATIO	55

TRUSTEE COMPENSATION	56

COMPENSATION COMMITTEE REPORT	57

AUDIT AND AUDIT-RELATED MATTERS	57

REPORT OF THE AUDIT AND CYBER RISK COMMITTEE OF OUR BOARD OF TRUSTEES	58

SHARE OWNERSHIP OF PRINCIPAL SECURITY HOLDERS, TRUSTEES, AND EXECUTIVE OFFICERS	59

DELINQUENT SECTION 16(A) REPORTS	61

OTHER MATTERS	61

QUESTIONS AND ANSWERS	62

APPENDIX A – CERTAIN DEFINITIONS	A-1

ENVIRONMENTAL
Developing strategies that reduce our environmental impact and operational costs is a critical component of our ESG+R program. When feasible, we implement base building upgrades and provide tenants with improvement allowance funds to complete sustainability efforts.
Actions	Performance
● Track and monitor all landlord-paid utilities and track tenant utility data wherever possible. ● Strategically implement green building certifications to highlight sustainability initiatives and pursue ENERGY STAR® certification for eligible properties annually. ● Annually evaluate opportunities to improve efficiency, reduce our operating costs and reduce properties’ environmental footprint. ● Evaluate the opportunity to increase renewable energy across the portfolio.	● Benchmarked landlord paid energy, water, waste and recycling across the portfolio and working to expand tenant-paid utility coverage. ● Completed a Greenhouse Gas (GHG) Inventory of our 2022 Scope 1, 2, and 3 GHG Emissions. ● Obtained green building certifications for eight properties and submitted ENERGY STAR applications for six properties in our portfolio during 2023. ● Circulated and maintained sustainability-focused resources for tenants and property managers, including a Tenant Fit-Out Guide and an Industrial Tenant Sustainability Guide. ● Evaluated sustainability and efficiency initiatives across the portfolio in an effort to reduce energy consumption and drive down greenhouse gas emissions. ● Included ESG+R in metrics for executive cash incentive awards.

SOCIAL
We believe that actively engaging with stakeholders is critical to our business and ESG+R efforts, providing valuable insight to inform strategy, attract and retain top talent, and strengthen tenant relationships.
Actions	Performance
● Routinely engage with our tenants to understand leasing and operational needs at our assets and provide tools and resources to promote sustainable tenant operations. ● Collaborate with tenants and property managers on health and well-being focused initiatives. ● Assess our tenant and employee satisfaction and feedback through annual surveys. ● Circulate ESG+R focused newsletter to tenants and maintain a tenant portal with ESG+R resources. ● Provide our employees with periodic trainings, industry updates and access to tools and resources related to ESG+R. ● Provide our employees with health and well-being resources focused on physical, emotional and financial health. ● Track and highlight the diversity and inclusion metrics of our employees, board and executive management team. ● Support and engage with local communities through philanthropic volunteer events, focusing on food insecurity and diversity, equity and inclusion initiatives. ● Incorporate sustainability clauses into tenant leases, allowing collaboration on our ESG+R initiatives.	● Conducted a tenant feedback survey through Kingsley Associates and achieved a satisfaction score in excess of the Kingsley Associates Index. ● Engaged with our employees through regular surveys, including an employee satisfaction survey. ● Organized employee volunteer opportunities at non-profit organizations on Company time and held clothing and food drives. ● Maintained a paid-time off policy for employees to volunteer in their local communities. ● Organized step and other health-related challenges for our employees. ● Provided an employee assistance program with 24/7 unlimited access to referrals and resources for all work-life needs, including access to face-to-face and telephonic counseling sessions, legal and financial referrals and consultations. ● Awarded as a 2023 Best Company to Work for in New York. ● Sponsored a women’s mentorship program, where female employees are paired with female mentors for career-related advice and support. ● Named a 2023 Green Lease Leader with Gold recognition by the Institution for Market Transformation and the U.S. Department of Energy’s Better Buildings Alliance.

RESILIENCE
We believe that our resilience to climate change-related physical and transition risks is critical to our long-term success.
Actions	Performance
● Align our resilience program with the Task Force on Climate- Related Financial Disclosures (“TCFD”) framework. ● Evaluate physical and transition climate-related risks as part of our acquisition due diligence process. ● Utilize climate analytics metrics to (1) identify physical risk exposure across the portfolio, (2) identify high risk assets and (3) implement mitigation measures and emergency preparedness plans. ● Assess transition risks and opportunities arising from the shift to a low-carbon economy, including market, reputation, policy, legal and technology risk and opportunities.	● Engaged a third-party consultant to conduct ESG+R assessments on all acquisitions. ● Continued to be a supporter of the TCFD reporting framework. ● Engaged a climate analytics firm to evaluate physical risk due to climate change across the portfolio.

Proxy Access	Our bylaws provide for proxy access.
Trustee Refreshment	Our Board of Trustees began a refreshment process in 2015. Since 2015, we have added seven new independent trustees. Pursuant to the retirement policy set forth in our Corporate Governance Guidelines, the Board of Trustees may not nominate a trustee for re-election unless he or she will be 75 years of age or younger on the first day of such Board term.
Management Succession Plan	On at least an annual basis, our Chief Executive Officer submits a management succession plan that provides for the ordinary course and emergency succession for our Chief Executive Officer and other key members of management, which is reviewed by the Nominating and ESG Committee and the Board of Trustees. During 2023, at each quarterly meeting of our Board of Trustees, our Board of Trustees either discussed, or was given the opportunity to discuss, the succession plan during its executive sessions.
Self-Assessment	Our Board of Trustees and its committees each perform an annual self- assessment under the direction of the Nominating and ESG Committee. For the 2023 cycle, this assessment was facilitated by the Trust’s outside corporate counsel and included individual interviews with each trustee and a peer review.
Board Independence	Our Board of Trustees is 87.5% independent.
Independent Lead Trustee	We have an Independent Lead Trustee with robust duties because our Chairman is also our Chief Executive Officer. The duties of the independent Lead Trustee include: ■ Preside at all meetings of the Board of Trustees at which the Chairman is not present. ■ Preside at all executive sessions of the non-management trustees and independent trustees and set the format and agenda, with input from other independent trustees, at such executive sessions. ■ Call additional meetings of the non-management trustees and independent trustees, as deemed necessary. ■ Facilitate discussion and open dialogue among the independent trustees during Board of Trustees meetings, executive sessions and outside of Board of Trustees meetings. ■ Serve as principal liaison between the independent trustees and the Chairman and management. ■ Communicate to the Chairman and management, as appropriate, any decisions reached, suggestions, views or concerns expressed by independent trustees in executive sessions or outside of meetings of the Board of Trustees. ■ Provide the Chairman with comment to Board of Trustees meeting agendas and meeting schedules. ■ Periodically meet with independent trustees, as a group or individually, to discuss Board of Trustees and committee performance, effectiveness and composition. ■ If appropriate, and in coordination with executive management, be available for consultation and direct communication with major shareholders. The Lead Trustee is selected and appointed by the independent members of the Board of Trustees following recommendation by the Nominating and ESG Committee. The Nominating and ESG Committee seeks input from all trustees and outside advisors when making a recommendation on the Lead Trustee.
Anti-Pledging/Hedging	We prohibit margin and/or pledging and/or hedging arrangements by our trustees, executive officers and employees.
Insider Trading Policy	We believe it is improper and inappropriate for our employees, officers and trustees to engage in short-term or speculative transactions involving our common shares or other securities. We maintain an insider trading policy that restricts trading in our securities during certain times and requires covered persons, including employees, officers and trustees, to obtain approval prior to trading in our securities. Executive officers and trustees complete annual questionnaires to confirm their compliance with our insider trading policy.
Share Ownership	We have the following common share beneficial ownership requirements (after a phase-in period):

GOVERNANCE
Transparency to our stakeholders is essential. We pride ourselves on providing our stakeholders with regular reports and detailed disclosures on our operational and financial health and ESG+R efforts.

	● Chief Executive Officer: at least six times annual base salary. ● Three next most highly compensated executive officers: at least three times annual base salary. ● The fifth most highly compensated executive officer: at least two times annual base salary. ● Non-management trustees: at least three times annual retainer.
Share Retention	We require our executive officers to maintain beneficial ownership of at least 50% of any common shares acquired by them through our equity award plans from the later of November 2009 and the date of appointment as an executive officer of the Company, including, without limitation, through option awards and vesting of restricted shares, after taxes and transaction costs, until retirement or other termination of employment.
Anti-Bribery/Anti-Corruption	We maintain anti-bribery and anti-corruption policies in our employee handbook and Code of Business Conduct and Ethics. Employees annually certify compliance with our policies, including our employee handbook and Code of Business Conduct and Ethics.
Trustee Compensation	Our non-management trustees are paid 67% of their base annual retainer in our common shares, which we believe further aligns their interests with shareholders.
Share Options	Our equity plan prohibits cash buyouts of underwater options.
Tax Gross-Ups	We have no tax gross-ups or single-trigger change-in-control severance arrangements.
Tenure	The average tenure of our independent trustees is less than six years as of the date of this proxy statement.
Declawed Blank Check Preferred	Blank check preferred shares cannot be issued as a “takeover” defense.
Shareholder Written Consent	Shareholders can act by written or electronic consent to the same extent shareholders can act at a meeting at which all shares are present and voted.
Special Meetings	Shareholders holding at least 25% of our outstanding common shares can call a special meeting of the shareholders.
No Exclusive Venue/Forum	There is no exclusive venue or forum for shareholder litigation.
No Fee Shifting	There is no fee shifting provision for unsuccessful shareholder litigants.
No Poison Pill	We do not have a poison pill.
Bylaw Amendment	Shareholders have concurrent power to amend our bylaws.

T. Wilson Eglin Chairman, Chief Executive Officer & President	59	Mr. Eglin’s business experience is set forth in this Proxy Statement under “Trustee Nominees” on page 13.
Beth Boulerice Executive Vice President, Chief Financial Officer & Treasurer	59	Ms. Boulerice is an Executive Vice President and serves as Chief Financial Officer and Treasurer. She previously served as our Chief Accounting Officer. Prior to joining the firm in 2007, Ms. Boulerice was employed by First Winthrop Corporation and was the Chief Accounting Officer of Newkirk Realty Trust. She graduated from the University of Rhode Island and is a Certified Public Accountant.
Joseph S. Bonventre Executive Vice President, Chief Operating Officer, General Counsel & Secretary	49	Mr. Bonventre is an Executive Vice President and serves as Chief Operating Officer, General Counsel and Secretary. Prior to joining us in September 2004, he was an associate in the corporate department of the law firm now known as Paul Hastings LLP. He received his B.A. from New York University in 1998 and his J.D. from Benjamin N. Cardozo School of Law/Yeshiva University in 2001. Mr. Bonventre is admitted to practice law in the State of New York.
Brendan Mullinix Executive Vice President & Chief Investment Officer	49	Mr. Mullinix is an Executive Vice President and serves as Chief Investment Officer. He joined us in 1996 and previously served as a Senior Vice President and a Vice President. Mr. Mullinix graduated from Columbia College, Columbia University.

James Dudley Executive Vice President & Director of Asset Management	43	Mr. Dudley is an Executive Vice President and Director of Asset Management. He has been with us since 2006 and has held various roles within the Asset Management Department. Prior to joining the firm, Mr. Dudley was employed by ORIX Capital Markets. Mr. Dudley has a B.A. from Angelo State University and an M.S. from The University of Texas at Arlington.
Nabil Andrawis Executive Vice President & Director of Taxation	53	Mr. Andrawis is an Executive Vice President and serves as Director of Taxation. Prior to joining us in 2002, he was employed by Vornado Realty Trust and Deloitte & Touche LLP. Mr. Andrawis was previously the Co-Chairman of the National Association of Real Estate Investment Trusts State and Local Tax Subcommittee. Mr. Andrawis graduated from The Bernard M. Baruch College and is a Certified Public Accountant.
Mark Cherone Senior Vice President & Chief Accounting Officer	42	Mr. Cherone is a Senior Vice President and serves as Chief Accounting Officer. Prior to joining us in March 2019, he served as Corporate Controller for Brandywine Realty Trust since 2012. Mr. Cherone graduated from The Pennsylvania State University and is a Certified Public Accountant.

Name		Title
T. Wilson Eglin		Chairman, Chief Executive Officer and President
Beth Boulerice		Executive Vice President, Chief Financial Officer and Treasurer
Joseph S. Bonventre		Executive Vice President, Chief Operating Officer, General Counsel and Secretary
Brendan P. Mullinix		Executive Vice President and Chief Investment Officer
James Dudley		Executive Vice President and Director of Asset Management

Broadstone Net Lease, Inc.	EastGroup Properties, Inc.	Essential Properties Realty Trust, Inc.
First Industrial Realty Trust Inc.	Getty Realty Corp.	NNN REIT, Inc.
Rexford Industrial Realty, Inc.	STAG Industrial, Inc.	Spirit Realty Capital, Inc.
Terreno Realty Corporation	W.P. Carey Inc.

Acadia Realty Trust	American Assets Trust, Inc.	Apple Hospitality REIT, Inc.
Broadstone Net Lease, Inc.	COPT Defense Properties	Empire State Realty Trust, Inc.
Essential Properties Realty Trust, Inc.	Four Corners Property Trust, Inc.	JBG SMITH Properties
National Health Investors, Inc.	Paramount Group, Inc.	Pebblebrook Hotel Trust
Physicians Realty Trust	Retail Opportunity Investments Corp.	RLJ Lodging Trust
Sabra Health Care REIT, Inc.	SITE Centers Corp.	Tanger Factory Outlet Centers, Inc.
Urban Edge Properties	Veris Residential, Inc

Officer	2023 Base Salary	Threshold				Target					Maximum
T. Wilson Eglin	825,000	56.25	%	$	464,063		112.5	%	$	928,125		225	%	$	1,856,250
Beth Boulerice	465,000	50	%	$	232,500		100	%	$	465,000		200	%	$	930,000
Joseph S. Bonventre	515,000	50	%	$	275,500		100	%	$	515,000		200	%	$	1,030,000
Brendan P. Mullinix	460,000	50	%	$	230,000		100	%	$	460,000		200	%	$	920,000
James Dudley	375,000	50	%	$	187,500		100	%	$	375,000		200	%	$	750,000

	Weighting	Target	Actual at 12/31/2023	Determination
Investments	30%			Target
Stabilized Development Square Feet		2.8 million	1.93 million
Stabilized Development # of Buildings		6	3
Stabilized Development Pre-Promote Yield		>6.5%	>7%

Officer	2023 Award		% of Target Opportunity			Total Cash Compensation
T. Wilson Eglin	$	1,011,192		109	%	$	1,836,192
Beth Boulerice	$	555,443		119	%	$	1,020,443
Joseph S. Bonventre	$	584,268		113	%	$	1,099,268
Brendan P. Mullinix	$	521,870		113	%	$	981,870
James Dudley	$	464,813		124	%	$	839,813

	Performance-Based Opportunity
Officer	Threshold		Target		Maximum		Service-Based Award		Total Target Opportunity
T. Wilson Eglin	$	900,000	$	1,800,000	$	3,600,000	$	1,200,000	$	3,000,000
Beth Boulerice	$	255,000	$	510,000	$	1,020,000	$	340,000	$	850,000
Joseph S. Bonventre	$	375,000	$	750,000	$	1,500,000	$	500,000	$	1,250,000
Brendan P. Mullinix	$	300,000	$	600,000	$	1,200,000	$	400,000	$	1,000,000
James Dudley	$	180,000	$	360,000	$	720,000	$	240,000	$	600,000

Grant Year (Performance Period) and Metrics	Metric Weighting	2021	2022	2023	2024	2025	Payout as % of Target
2021 Grant (Jan 2021-Dec 2023)
Relative TSR vs. Peer Group	50%	Below Threshold Achieved					0%
Relative TSR vs. Index	50%	Between Threshold and Target Achieved					85%
2022 Grant (Jan 2022-Dec 2024)
Relative TSR vs. Peer Group	50%		Tracking at below Threshold				0%
Relative TSR vs. Index	50%		Tracking at slightly above Threshold				56%
2023 Grant (Jan 2023-Dec 2025)
Relative TSR vs. Peer Group	50%			Tracking at below Threshold			0%
Relative TSR vs. Index	50%			Tracking at below Threshold			0%

Officer	Grant Date Value		Market Value at Vesting
T. Wilson Eglin	$	2,136,552	$	670,423
Beth Boulerice	$	316,532	$	99,319
Joseph S. Bonventre	$	553,926	$	173,808
Brendan P. Mullinix	$	474,795	$	148,979
James Dudley	$	197,835	$	62,069

Officer	2024 Base Salary		2023 Base Salary		% Change
T. Wilson Eglin	$	840,000	$	825,000	2	%
Beth Boulerice	$	485,000	$	465,000	4	%
Joseph S. Bonventre	$	530,000	$	515,000	3	%
Brendan P. Mullinix	$	475,000	$	460,000	3	%
James Dudley	$	410,000	$	375,000	9	%

Item	Weighting
Investment Performance	35%
Item Rationale: With our current cost of capital, investment activity is expected to continue to be muted in 2024. The sub-items continue to be leased development square footage, leased development number of projects and leased development pre-promote yield. Weighting is increased 5% from 2023.
Portfolio Management	30%
Item Rationale: The embedded mark-to-market opportunity in our portfolio remains critical to revenue growth. The sub-items continue to be percent leased, industrial same-store NOI and industrial leasing spreads. Weighting is the same as 2023.
Balance Sheet	20%
Item Rationale: Our balance sheet strategy has been to maintain a strong balance sheet that can weather market cycles. The sub-items continue to be net debt to adjusted EBITDA and credit ratings. Weighting is the same as 2023.
ESG	15%
Item Rationale: Our ESG platform continues to grow and obtain recognition. Four sub-items from 2023 will be the sub-items for 2024 and each are determined by a third-party. Weighting is the same as 2023.

	Performance-Based Opportunity						Service-Based		Total Target		Change
Officer	Threshold		Target		Maximum		Award		Opportunity		from 2023
T. Wilson Eglin	$	1,020,000	$	2,040,000	$	4,080,000	$	1,360,000	$	3,400,000	13	%
Beth Boulerice	$	270,000	$	540,000	$	1,080,000	$	360,000	$	900,000	6	%
Joseph S. Bonventre	$	375,000	$	750,000	$	1,500,000	$	500,000	$	1,250,000	0	%
Brendan P. Mullinix	$	315,000	$	630,000	$	1,260,000	$	420,000	$	1,050,000	5	%
James Dudley	$	210,000	$	420,000	$	840,000	$	280,000	$	700,000	17	%

Name and Principal Position	Fiscal Year	Salary ($)(1)	Bonus ($)	Share Awards ($)(2)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)(3)	Change in Pension Value and Nonqualified Deferred Compensation Earnings ($)(4)	All Other Compensation ($)(5)	Total ($)
T. Wilson Eglin Chief Executive Officer and President	2023	825,000	—	3,474,977	—	1,011,192	52,345	16,500	5,380,014
	2022	800,000	—	3,444,528	—	972,000	(670,019)	15,250	5,231,778
	2021	785,000	—	3,216,612	—	1,468,931	710,586	15,814	6,196,943
Beth Boulerice Executive Vice President, Chief Financial Officer and Treasurer	2023	465,000	—	984,620	—	555,443	—	16,500	2,021,563
	2022	440,000	—	689,024	—	501,600	—	15,250	1,645,874
	2021	400,000	—	476,586	—	725,333	—	14,500	1,616,419
Joseph S. Bonventre Executive Vice President, Chief Operating Officer, General Counsel and Secretary	2023	515,000	—	1,447,911	—	584,268	—	16,500	2,563,679
	2022	500,000	—	1,435,283	—	570,000	—	15,250	2,520,533
	2021	420,000	—	834,021	—	761,600	—	14,500	2,030,121
Brendan Mullinix Executive Vice President, and Chief Investment Officer	2023	460,000	—	1,158,330	—	521,870	—	16,500	2,156,700
	2022	440,000	—	918,553	—	501,600	—	15,250	1,875,403
	2021	375,000	—	714,876	—	680,000	—	14,500	1,784,376
James Dudley Executive Vice President and Director of Asset Management	2023	375,000	—	695,039	—	464,813	—	16,500	1,551,352
	2022	350,000	—	551,138	—	451,500	—	15,250	1,367,888

Executive	Dollar Value of Life Insurance Premiums		401(k) Company Contributions		Total
T. Wilson Eglin	$	—	$	16,500	$	16,500
Beth Boulerice	$	—	$	16,500	$	16,500
Joseph S. Bonventre	$	—	$	16,500	$	16,500
Brendan P. Mullinix	$	—	$	16,500	$	16,500
James Dudley	$	—	$	16,500	$	16,500

	Grant	Estimated Future Payouts Under Non-Equity Incentive Plan Awards (Cash) ($) (1)						Estimated Future Payouts Under Equity Incentive Plan Awards (Shares) (#)			All Other Share Awards Number of Shares	All Other Option Awards; Number of Shares Underlying Option Awards	Exercise Price of Option Awards	Grant Date Fair Value of Share and Option Awards
Name	Date	Threshold		Target		Maximum		Threshold	Target	Maximum	(#)	(#)	($)	($)
T. Wilson Eglin	1/10/2023		—		—		—	—	—	—	112,680	—	—	1,200,042
	1/10/2023		—		—		—	84,508	169,015	338,029	—	—	—		2,274,935
	4/3/2023	$	464,063	$	928,125	$	1,856,250	—	—	—	—	—	—	—
Beth Boulerice	1/10/2023		—		—		—	—	—	—	31,930	—	—	340,055
	1/10/2023		—		—		—	23,944	47,888	95,775	—	—	—		644,565
	4/3/2023	$	232,500	$	465,000	$	930,000	—	—	—	—	—	—	—
Joseph S. Bonventre	1/10/2023		—		—		—	—	—	—	46,950	—	—	500,018
	1/10/2023		—		—		—	35,212	70,423	140,846	—	—	—		947,893
	4/3/2023	$	257,500	$	515,000	$	1,030,000	—	—	—	—	—	—	—
Brendan P. Mullinix	1/10/2023		—		—		—	—	—	—	37,560	—	—	400,014
	1/10/2023		—		—		—	28,170	56,339	112,677	—	—	—		758,316
	4/3/2023	$	230,000	$	460,000	$	920,000	—	—	—	—	—	—	—
James Dudley	1/10/2023		—		—		—	—	—	—	22,540	—	—	240,051
	1/10/2023		—		—		—	16,902	33,803	67,606	—	—	—		454,988
	4/3/2023	$	187,500	$	375,000	$	750,000	—	—	—	—	—	—	—

	Option Awards			Share Awards
Name	Number of Securities Underlying Unexercised Options (#) Exercisable	Number of Securities Underlying Unexercised Options (#) Unexercisable	Option Exercise Price ($)	Option Expiration Date	Number of Shares or Units That Have Not Vested(2) (#)	Market Value of Shares or Units That Have Not Vested ($)(1)	Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested(3) (#)	Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(1)
T. Wilson Eglin	—	—	—	—	203,093	2,014,683	244,683	2,427,255
Beth Boulerice	—	—	—	—	48,176	477,906	52,475	520,547
Joseph S. Bonventre	—	—	—	—	79,033	784,007	91,313	905,825
Brendan P. Mullinix	—	—	—	—	60,093	596,123	67,879	673,357
James Dudley	—	—	—	—	34,614	343,371	37,974	376,700

(1)	Market value has been calculated using the closing price of our common shares on the NYSE on December 29, 2023, which was $9.92 per share.
(2)	The shares set forth above vest (subject to continued service) as follows:

	1/2024	1/2025	1/2026
T. Wilson Eglin	100,537	64,996	37,560
Beth Boulerice	21,399	16,133	10,644
Joseph S. Bonventre	36,299	27,084	15,650
Brendan P. Mullinix	27,737	19,836	12,520
James Dudley	15,197	11,903	7,514

Name	Number of Shares Acquired on Exercise (#)		Value Realized on Exercise ($)(1)		Number of Shares Acquired on Vesting (#)		Value Realized on Vesting ($)(2)
T. Wilson Eglin		—		—		256,495		2,606,018
Beth Boulerice		—		—		37,768		383,452
Joseph S. Bonventre		—		—		65,806		667,762
Brendan P. Mullinix		—		—		39,411		399,391
James Dudley		—		—		23,812		241,591

Name	Executive Contributions in 2023 ($)		Registrants Contributions in 2023 ($)		Aggregate Earnings in 2023 ($)		Aggregate Withdrawals/ Distributions in 2023 ($)		Aggregate Balance at December 31, 2023 ($)(1)
T. Wilson Eglin		—		—		52,345		65,432		1,298,161
Beth Boulerice		—		—		—		—		—
Joseph S. Bonventre		—		—		—		—		—
Brendan P. Mullinix		—		—		—		—		—
James Dudley		—		—		—		—		—

T. Wilson Eglin	Without Cause or With Good Reason ($)	Upon a Change in Control (“Single Trigger”) ($)	Death or Disability ($)	With Cause or Without Good Reason ($)
Base salary portion of severance payment	2,062,500	—	825,000	—
Bonus portion of severance payment (including pro rata bonus)	3,470,586	—	991,596	—
Group healthcare benefits	124,024	—	99,219	—
Value of accelerated equity awards	4,441,938	—	4,441,938	—
Total Payments and Benefits	10,099,048	—	6,357,753	—

Year	Summary Compensation Table Total for PEO⁽¹⁾	Compensation Actually Paid to PEO			Average Summary Compensation Table Total for Non-PEO NEOs⁽²⁾	Average Compensation Actually Paid to Non-PEO NEOs		Value of Initial Fixed $100 Investment Based On:				Net Income ($000s)	Company Selected Metric – Adjusted Company FFO ($000s)⁽⁴⁾
Year	Summary Compensation Table Total for PEO⁽¹⁾	Compensation Actually Paid to PEO				Average Compensation Actually Paid to Non-PEO NEOs		Total Shareholder Return		Peer Group Total Shareholder Return⁽³⁾		Net Income ($000s)	Company Selected Metric – Adjusted Company FFO ($000s)⁽⁴⁾
2023	$5,380,014	$	3,519,916		$2,073,324	$	1,605,010	$	104.33	$	113.74	$ 35,923	$206,191
2022	$5,231,778	$	(641,147	)	$1,852,425	$	711,912	$	67.04	$	75.49	$116,243	$193,061
2021	$6,196,943	$	14,286,704		$1,660,901	$	2,843,214	$	152.23	$	143.06	$385,091	$223,196
2020	$4,867,205	$	8,380,988		$1,300,728	$	1,716,613	$	104.19	$	92.43	$186,391	$209,542

Adjustments	2023			2022			2021			2020
Amounts reported under “Stock Awards” in Summary Compensation Table	$	(3,474,977	)	$	(3,444,528	)	$	(3,216,612	)	$	(2,664,761	)
Change in Fair Value of Awards Granted in Year and Unvested as of Year-End	$	2,348,293		$	1,627,607		$	4,938,791		$	2,930,295
Change in Fair Value from Prior Year-End to Current Year-End of Awards Granted Prior to Year that were Outstanding and Unvested as of Year-End	$	(446,572	)	$	(2,384,351	)	$	1,797,122		$	573,917
Fair Value of Awards Granted and Vested During Year at Vesting Date	$	372,595		$	274,919		$	555,135		$	320,331
Change in Fair Value from Prior Year-End to Vesting Date of Awards Granted Prior to Year that Vested During Year	$	185,638		$	(1,278,917	)	$	2,218,082		$	1,509,825
Fair Value at Year End of Awards Granted Prior to Year that Failed to Meet the Applicable Vesting Conditions During Year	$	(1,164,708	)	$	(1,498,393	)	$	—		$	—
Dividends or Other Earnings Paid During Year prior to Vesting Date of Award Not Otherwise Included in Total Compensation for the Year	$	319,632		$	830,738		$	1,797,242		$	844,177

Name	Fees Earned or Paid in Cash ($)	Share Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Change in Pension Value and Nonqualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)
Richard S. Frary(1)	53,692	83,671	—	—	—	—	137,363
Lawrence L. Gray	68,240	120,000	—	—	—	—	188,240
Arun Gupta	66,760	120,000					186,760
Jamie Handwerker	78,123	120,000	—	—	—	—	198,123
Derrick Johnson	60,000	120,000					180,000
Claire A. Koeneman	68,240	120,000	—	—	—	—	188,240
Nancy Elizabeth Noe	66,760	120,000	—	—	—	—	186,760
Howard Roth	80,000	120,000	—	—	—	—	200,000

Retainer Type	Retainer Amount ($)
General Cash	$	60,000
General Vested Common Share	$	120,000
Lead Trustee – Cash	$	30,000
Audit and Cyber Risk Chair – Cash	$	20,000
Compensation Chair – Cash	$	15,000
Nominating and ESG Chair – Cash	$	15,000