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Pay vs Performance Disclosure
12 Months Ended
Dec. 31, 2023
USD ($)
$ / shares
Dec. 31, 2022
USD ($)
$ / shares
Dec. 31, 2021
USD ($)
$ / shares
Dec. 31, 2020
USD ($)
$ / shares
Pay vs Performance Disclosure        
Pay vs Performance Disclosure, Table

Summary Compensation

Average

Average

Value of Initial Fixed

Table Total (1)

Compensation Actually Paid (2)

Summary

Compensation

$100 Investment

PEO 1

PEO 2

PEO 3

PEO 1

PEO 2

PEO 3

Compensation

Actually

Based On:

John V.

Douglas M.

Bryan A.

John V.

Douglas M.

Bryan A.

Table Total

Paid

Peer

Net Income

AFFO

Arabia

Pasquale

Giglia

Arabia

Pasquale

Giglia

Non-PEO NEOs

Non-PEO NEOs

Company

Group

(Loss)

Per Share

Year

    

($)

($)

($)

($)

($)

($)

    

($) (3)

    

($) (3) (4)

    

TSR ($)

    

TSR ($) (5)

($ thousands)

    

($) (6)

2023

4,065,496

4,271,146

2,186,607

2,288,186

80.68

94.79

206,708

0.95

2022

 

3,056,142

5,360,331

2,976,426

 

4,470,301

 

2,698,018

2,264,209

70.53

76.49

90,766

 

0.87

2021

 

8,161,442

2,913,754

8,457,333

2,891,832

 

 

1,933,105

2,304,828

84.75

90.32

32,995

 

0.09

2020

 

4,472,998

3,437,021

 

1,810,688

1,492,792

 

81.86

 

76.40

(410,506)

 

(0.68)

(1)Amounts represent the compensation reported in the “Total” column for the applicable PEO in the SCT.
(2)Amounts reported under Compensation Actually Paid (“CAP”) represent the amount of CAP to the applicable PEO, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to the applicable PEO during each year.
a.Mr. Arabia separated from employment with the Company effective as of September 2, 2021 and Mr. Pasquale ceased to serve as Interim CEO upon the appointment of Mr. Giglia as CEO on March 7, 2022.
b.In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments in the table below were made to the 2023 PEO’s total compensation presented to determine the CAP:

2023

Name

    

Bryan A. Giglia

SCT Total Compensation

$

4,065,496

Minus SCT "Stock Awards"

(2,365,543)

Plus Fair Value at Fiscal Year ("FY") End of Outstanding and Unvested Stock Awards Granted in FY

2,330,541

Plus Change in Fair Value of Outstanding and Unvested Stock Awards Granted in Prior FYs

88,427

Plus Change in Fair Value as of Vesting Date of Stock Awards Granted in Prior FYs

152,225

CAP to PEO

$

4,271,146

c.Fair value or change in fair value, as applicable, of equity awards in the CAP columns was determined by (i) for time-based RSAs, the closing stock price on the applicable year-end date(s) or, in the case of awards vesting during the applicable year, the closing stock price on the applicable vesting date(s); and (ii) for performance-based RSUs, the same valuation methodology as the Performance RSUs in the SCT above, the fair value was calculated using a Monte Carlo simulation valuation model as of the applicable year-end date and including assumptions expected for volatility of our stock price, dividend yield, and risk-free rate.
(3)The Non-PEO NEO’s include the individuals indicated in the table below for each fiscal year.

Year

Non-PEO NEOs

2023

Robert C. Springer, Aaron R. Reyes, Christopher G. Ostapovicz, and David M. Klein

2022

Robert C. Springer, Aaron R. Reyes, Christopher G. Ostapovicz, and David M. Klein

2021

Bryan A. Giglia, Robert C. Springer, David M. Klein, Christopher G. Ostapovicz, and Marc A. Hoffman

2020

Bryan A. Giglia, Marc A. Hoffman, Robert C. Springer, and David M. Klein

(4)Amounts reported under “Average Compensation Actually Paid” represent the amount of average CAP to the Average Non-PEO NEOs, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the Non-PEO NEOs during each year. In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments in the table below were made to the average Non-PEO NEOs total compensation for 2023 to determine the CAP:

2023

Name

Average Non-PEO NEOs

SCT Total Compensation

$

2,186,607

Minus SCT "Stock Awards"

(1,105,688)

Plus Fair Value at Fiscal Year ("FY") End of Outstanding and Unvested Stock Awards Granted in FY

1,089,328

Plus Change in Fair Value of Outstanding and Unvested Stock Awards Granted in Prior FYs

41,737

Plus Change in Fair Value as of Vesting Date of Stock Awards Granted in Prior FYs

76,202

CAP to Average Non-PEO NEOs

$

2,288,186

a.Fair value or change in fair value, as applicable, of equity awards in the average CAP column was determined by (i) for time-based RSAs, the closing stock price on the applicable year-end date(s) or, in the case of awards vesting during the applicable year, the closing stock price on the applicable vesting date(s); and (ii) for performance-based RSUs, the same valuation methodology as the Performance RSUs in the SCT above, the fair value was calculated using a Monte Carlo simulation valuation model as of the applicable year-end date and including assumptions expected for volatility of our stock price, dividend yield, and risk-free rate.
(5)For each applicable fiscal year, the cumulative Peer Group TSR (the “Peer Group TSR”) represents the FTSE Nareit Equity Lodging/Resorts Index.
(6)AFFO per share is a non-GAAP measure. We compute the AFFO per share component by adjusting FFO, which we calculate in accordance with standards established by Nareit, for certain noncash or nonrecurring items. AFFO is then divided by our weighted average number of common shares outstanding, adjusted for the assumed issuance of all potentially dilutive shares, for each applicable year. For more information, see our “Non-GAAP Financial Measures” in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations of our Annual Report on Form 10-K for the year ended December 31, 2023. Amortization of deferred stock compensation has been added to the Company adjustments to AFFO per share for 2020 and 2021 to conform to the current presentation.
     
Company Selected Measure Name AFFO per share      
Named Executive Officers, Footnote
(3)The Non-PEO NEO’s include the individuals indicated in the table below for each fiscal year.

Year

Non-PEO NEOs

2023

Robert C. Springer, Aaron R. Reyes, Christopher G. Ostapovicz, and David M. Klein

2022

Robert C. Springer, Aaron R. Reyes, Christopher G. Ostapovicz, and David M. Klein

2021

Bryan A. Giglia, Robert C. Springer, David M. Klein, Christopher G. Ostapovicz, and Marc A. Hoffman

2020

Bryan A. Giglia, Marc A. Hoffman, Robert C. Springer, and David M. Klein

     
Peer Group Issuers, Footnote
(5)For each applicable fiscal year, the cumulative Peer Group TSR (the “Peer Group TSR”) represents the FTSE Nareit Equity Lodging/Resorts Index.
     
PEO Total Compensation Amount $ 4,065,496      
PEO Actually Paid Compensation Amount $ 4,271,146      
Adjustment To PEO Compensation, Footnote
(2)Amounts reported under Compensation Actually Paid (“CAP”) represent the amount of CAP to the applicable PEO, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to the applicable PEO during each year.
a.Mr. Arabia separated from employment with the Company effective as of September 2, 2021 and Mr. Pasquale ceased to serve as Interim CEO upon the appointment of Mr. Giglia as CEO on March 7, 2022.
b.In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments in the table below were made to the 2023 PEO’s total compensation presented to determine the CAP:

2023

Name

    

Bryan A. Giglia

SCT Total Compensation

$

4,065,496

Minus SCT "Stock Awards"

(2,365,543)

Plus Fair Value at Fiscal Year ("FY") End of Outstanding and Unvested Stock Awards Granted in FY

2,330,541

Plus Change in Fair Value of Outstanding and Unvested Stock Awards Granted in Prior FYs

88,427

Plus Change in Fair Value as of Vesting Date of Stock Awards Granted in Prior FYs

152,225

CAP to PEO

$

4,271,146

     
Non-PEO NEO Average Total Compensation Amount $ 2,186,607 $ 2,698,018 $ 1,933,105 $ 1,810,688
Non-PEO NEO Average Compensation Actually Paid Amount $ 2,288,186 2,264,209 2,304,828 1,492,792
Adjustment to Non-PEO NEO Compensation Footnote
(4)Amounts reported under “Average Compensation Actually Paid” represent the amount of average CAP to the Average Non-PEO NEOs, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the Non-PEO NEOs during each year. In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments in the table below were made to the average Non-PEO NEOs total compensation for 2023 to determine the CAP:

2023

Name

Average Non-PEO NEOs

SCT Total Compensation

$

2,186,607

Minus SCT "Stock Awards"

(1,105,688)

Plus Fair Value at Fiscal Year ("FY") End of Outstanding and Unvested Stock Awards Granted in FY

1,089,328

Plus Change in Fair Value of Outstanding and Unvested Stock Awards Granted in Prior FYs

41,737

Plus Change in Fair Value as of Vesting Date of Stock Awards Granted in Prior FYs

76,202

CAP to Average Non-PEO NEOs

$

2,288,186

     
Compensation Actually Paid vs. Total Shareholder Return

Graphic

     
Compensation Actually Paid vs. Net Income

Graphic

(1)The Company does not currently utilize Net Income (Loss) as a metric in its compensation program.
     
Compensation Actually Paid vs. Company Selected Measure

Graphic

     
Tabular List, Table

The following list includes the most important performance measures used to link NEO compensation to our Company performance in 2023. See “Compensation Discussion and Analysis—2023 Compensation Decisions (Annual Cash Incentive Bonuses and Annual Equity Incentive Awards)” for a detailed description of the performance measures.

Most Important Performance Measures

Relative Total Stockholder Return

Adjusted Funds from Operations per Share

Capital Recycling

     
Total Shareholder Return Amount $ 80.68 70.53 84.75 81.86
Peer Group Total Shareholder Return Amount 94.79 76.49 90.32 76.40
Net Income (Loss) $ 206,708,000 $ 90,766,000 $ 32,995,000 $ (410,506,000)
Company Selected Measure Amount | $ / shares 0.95 0.87 0.09 (0.68)
PEO Name Bryan A. Giglia      
Measure:: 1        
Pay vs Performance Disclosure        
Name Relative Total Stockholder Return      
Measure:: 2        
Pay vs Performance Disclosure        
Name Adjusted Funds from Operations per Share      
Non-GAAP Measure Description
(6)AFFO per share is a non-GAAP measure. We compute the AFFO per share component by adjusting FFO, which we calculate in accordance with standards established by Nareit, for certain noncash or nonrecurring items. AFFO is then divided by our weighted average number of common shares outstanding, adjusted for the assumed issuance of all potentially dilutive shares, for each applicable year. For more information, see our “Non-GAAP Financial Measures” in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations of our Annual Report on Form 10-K for the year ended December 31, 2023. Amortization of deferred stock compensation has been added to the Company adjustments to AFFO per share for 2020 and 2021 to conform to the current presentation.
     
Measure:: 3        
Pay vs Performance Disclosure        
Name Capital Recycling      
Bryan A. Giglia [Member]        
Pay vs Performance Disclosure        
PEO Total Compensation Amount $ 4,065,496 $ 5,360,331    
PEO Actually Paid Compensation Amount 4,271,146 4,470,301    
Douglas M. Pasquale [Member]        
Pay vs Performance Disclosure        
PEO Total Compensation Amount   3,056,142 $ 2,913,754  
PEO Actually Paid Compensation Amount   $ 2,976,426 2,891,832  
John V. Arabia [Member]        
Pay vs Performance Disclosure        
PEO Total Compensation Amount     8,161,442 $ 4,472,998
PEO Actually Paid Compensation Amount     $ 8,457,333 $ 3,437,021
PEO | Equity Awards Value In Summary Compensation Table (Grant Date Fair Value)        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (2,365,543)      
PEO | Year End Fair Value Of Awards Granted In The Current Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 2,330,541      
PEO | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Years [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 88,427      
PEO | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 152,225      
Non-PEO NEO | Equity Awards Value In Summary Compensation Table (Grant Date Fair Value)        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (1,105,688)      
Non-PEO NEO | Year End Fair Value Of Awards Granted In The Current Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 1,089,328      
Non-PEO NEO | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Years [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 41,737      
Non-PEO NEO | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ 76,202