EQUITY LIFESTYLE PROPERTIES, INC. (NYSE:ELS) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Compensatory Arrangements of Certain Officers
(e) Compensatory Arrangements of Certain Officers.
2019 Executive Bonus Plan:
On February 12, 2019, the Compensation, Nominating and Corporate Governance Committee (the “Compensation Committee”) of the Board of Directors approved the Executive Bonus Plan for 2019 (the “Plan”). Under the Plan, the bonus potential is based on the achievement of certain performance targets.
The bonus potential under the Plan is as follows:
|
Name |
Title |
Bonus Potential |
|
Marguerite Nader |
President and Chief Executive Officer |
250% of annual salary |
|
Paul Seavey |
Executive Vice President, Chief Financial Officer and Treasurer |
190% of annual salary |
|
Patrick Waite |
Executive Vice President and Chief Operating Officer |
190% of annual salary |
|
Roger Maynard |
Executive Vice President – Investments |
190% of annual salary |
Under the Plan, payment of 70% of the bonus potential is contingent upon the achievement of certain operational targets, including goals related to core community base rental income, core resort base rental income, membership dues revenues, core net operating income and expense control, and working capital. The Compensation Committee will have discretion at the end of 2019 to determine an appropriate award based on an evaluation of each of the target areas. Payment of the remaining 30% of the bonus potential is at the discretion of the Compensation Committee based on its assessment of various strategic initiatives established for the executive officer team, as a whole, including the discretion to apportion the aggregate discretionary bonus amount amongst the eligible executives. The amount paid to each executive officer is subject to the discretion of the Compensation Committee. In addition, if the executive officers exceed by specified amounts certain operational targets relating to core community base rental income and core resort base rental income, the total bonus potential may be increased by up to an additional $201,796, which would be shared pro-rata by the eligible executive officers.
Bonus payments will be made in cash and will be paid subsequent to the year ended December 31, 2019 after finalization of our results of operations and upon review and approval by the Compensation Committee.
Item 8.01Other Events
Our Board of Directors declared a first quarter 2019 dividend of $0.6125 per common share, representing, on an annualized basis, a dividend of $2.45 per common share. The dividend will be paid on April 12, 2019 to stockholders of record at the close of business on March 29, 2019.
This report includes certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. When used, words such as “anticipate,” “expect,” “believe,” “project,” “intend,” “may be” and “will be” and similar words or phrases, or the negative thereof, unless the context requires otherwise, are intended to identify forward-looking statements and may include without limitation, information regarding our expectations, goals or intentions regarding the future, and the expected effect of our acquisitions. These forward-looking statements are subject to numerous assumptions, risks and uncertainties, including, but not limited to:
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our ability to control costs and real estate market conditions, our ability to retain customers, the actual use of sites by customers and our success in acquiring new customers at our properties (including those that we may acquire); |
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our ability to maintain historical or increase future rental rates and occupancy with respect to properties currently owned or that we may acquire; |
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our ability to retain and attract customers renewing, upgrading and entering right-to-use contracts; |
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our assumptions about rental and home sales markets; |
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our ability to manage counter-party risk; |
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our ability to renew our insurance policies at existing rates and on consistent terms; |
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in the age-qualified properties, home sales results could be impacted by the ability of potential home buyers to sell their existing residences as well as by financial, credit and capital markets volatility; |
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results from home sales and occupancy will continue to be impacted by local economic conditions, lack of affordable manufactured home financing and competition from alternative housing options including site-built single-family housing; |
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impact of government intervention to stabilize site-built single-family housing and not manufactured housing; |
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effective integration of recent acquisitions and our estimates regarding the future performance of recent acquisitions; |
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the completion of future transactions in their entirety, if any, and timing and effective integration with respect thereto; |
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unanticipated costs or unforeseen liabilities associated with recent acquisitions; |
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ability to obtain financing or refinance existing debt on favorable terms or at all; |
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the effect of interest rates; |
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the effect from any breach of our, or any of our vendors’, data management systems; |
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the dilutive effects of issuing additional securities; |
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the effect of changes in accounting for Leases set forth under the Codification Topic “Leases”; |
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the outcome of pending or future lawsuits or actions brought against us, including those disclosed in our filings with the Securities and Exchange Commission; and |
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other risks indicated from time to time in our filings with the Securities and Exchange Commission. |
For further information on these and other factors that could impact us and the statements contained herein, refer to our filings with theSecurities and Exchange Commission, including “Risk Factors” in our most recent Annual Report on Form 10-K and subsequent quarterly reports on Form 10-Q.
These forward-looking statements are based on management’s present expectations and beliefs about future events. As with any projection or forecast, these statements are inherently susceptible to uncertainty and changes in circumstances. We are under no obligation to, and expressly disclaim any obligation to, update or alter our forward-looking statements whether as a result of such changes, new information, subsequent events or otherwise.
Equity Life>
About EQUITY LIFESTYLE PROPERTIES, INC. (NYSE:ELS)
Equity LifeStyle Properties, Inc. is a real estate investment trust. The Company is an integrated owner and operator of lifestyle-oriented properties (Properties) consisting primarily of manufactured home (MH) communities, and recreational vehicle (RV) resorts and campgrounds. The Company operates through two segments: Property Operations, and Home Sales and Rentals Operations. The Property Operations segment owns and operates land lease Properties. The Home Sales and Rentals Operations segment purchases, sells and leases homes at the Properties. Its customers may lease individual developed areas (Sites) or enter right-to-use contracts, which provide them access to specific Properties for limited stays. Its portfolio includes approximately 390 Properties, including over 143,940 residential Sites located across the United States and Canada. It has over 80 Properties with lake, river or ocean frontage, and over 100 Properties within approximately 10 miles of the coastal United States.
