XML 17 R2.htm IDEA: XBRL DOCUMENT v3.24.1.u1
Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Pay vs Performance Disclosure        
Pay vs Performance Disclosure, Table
PAY VERSUS PERFORMANCE TABLE
The following table sets forth information concerning the compensation of our NEOs for each of the fiscal years ended December 31, 2020, 2021, 2022 and 2023, and our financial performance for each such fiscal year as required by Item 402(v) of Regulation S-K. For more information on the Company’s pay philosophy and pay for performance, please see the Compensation Discussion & Analysis on p. 25.
Year
Summary
Compensation
Table
Total for
PEO(1)(2)(3)
Compensation
Actually
Paid to PEO
Average
Summary
Compensation
Table
Total for
Non-PEO
NEOs
Average
Compensation
Actually
Paid to Non-
PEO NEOs
Value of Initial Fixed $100
Investment Based On:
Net
Income
in
thousands
Relative
Stockholder
Return(6)
Total
Shareholder
Return(4)
Peer
Group
Total
Shareholder
Return(5)
2023
$5,342,066
$4,031,813
$1,889,298
$1,557,658
$98.26
$122.84
$95,462
25.3%
2022
$3,629,462
$2,571,203
$1,298,087
$1,018,139
$110.91
$99.82
$97,908
71.5%
2021
$2,779,420
$1,916,694
$1,020,880
$803,582
$113.81
$132.23
$85,745
60.1%
2020
$3,277,517
$6,819,714
$1,388,110
$2,236,770
$111.64
$92.43
$77,567
90.4%
(1)
Amounts represent summary compensation total paid to our PEO.
(2)
Amounts outlined in this table represent “compensation actually paid” to our PEO and the average “compensation actually paid” to our remaining NEOs for the relevant SEC rules. For purposes of this Pay Versus Performance Table, PEO is William H. Lenehan, and remaining NEOs (for each covered year) are Gerald R. Morgan and James L. Brat.
(3)
The following table set forth on the next page outlines information concerning the calculation of the adjustment between the Summary Compensation and Compensation Actually Paid for each of the fiscal year ended December 31, 2023.
(4)
Absolute TSR for fiscal years 2023, 2022, 2021, and 2020 reflected as a percentage, is equal to -1.7%, 10.9%, 13.8% and 11.6%, respectively. Absolute TSR is one of the metrics we use in our long-term annual compensation program, as described in our Compensation Discussion & Analysis on p. 25.
(5)
For the relevant fiscal year, the peer group represents the cumulative TSR of the MSCI U.S. REIT Index, which differs from the comparison group of companies used in the “Relative Stockholder Return” column of this table as detailed below in footnote six.
(6)
Relative Stockholder Return is the Company’s Selected Measure for purposes of the SEC rules. Amounts shown in the table indicate the Company’s percentile ranking compared to the relative stockholder returns of the companies in a comparison group selected by the Compensation Committee, which differs from the peer group used in the column of this table titled “Peer Group Total Shareholder Return”. For more information on Relative Stockholder Return or RSR, please see our Compensation Discussion & Analysis on p. 25. While Relative Stockholder Return is the Company’s Selected Measure, absolute TSR comprises 50% of the award opportunity for performance based restricted stock awarded to NEOs and PEOs in relevant covered years.
2023
 
PEO
Average non-PEO NEOs
Deduction for Amounts Reported under the “Stock Awards” Column in the Summary Compensation Table for Applicable FY
$(3,580,283)
$(1,064,757)
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
2,490,469
754,875
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
231,632
90,752
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
(608,309)
(150,617)
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
156,238
38,107
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
Total Adjustment
$(1,310,253)
$(331,640)
     
Company Selected Measure Name Relative Stockholder Return      
Named Executive Officers, Footnote
(2)
Amounts outlined in this table represent “compensation actually paid” to our PEO and the average “compensation actually paid” to our remaining NEOs for the relevant SEC rules. For purposes of this Pay Versus Performance Table, PEO is William H. Lenehan, and remaining NEOs (for each covered year) are Gerald R. Morgan and James L. Brat.
     
Peer Group Issuers, Footnote
(5)
For the relevant fiscal year, the peer group represents the cumulative TSR of the MSCI U.S. REIT Index, which differs from the comparison group of companies used in the “Relative Stockholder Return” column of this table as detailed below in footnote six.
     
PEO Total Compensation Amount $ 5,342,066 $ 3,629,462 $ 2,779,420 $ 3,277,517
PEO Actually Paid Compensation Amount $ 4,031,813 2,571,203 1,916,694 6,819,714
Adjustment To PEO Compensation, Footnote
(3)
The following table set forth on the next page outlines information concerning the calculation of the adjustment between the Summary Compensation and Compensation Actually Paid for each of the fiscal year ended December 31, 2023.
2023
 
PEO
Average non-PEO NEOs
Deduction for Amounts Reported under the “Stock Awards” Column in the Summary Compensation Table for Applicable FY
$(3,580,283)
$(1,064,757)
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
2,490,469
754,875
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
231,632
90,752
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
(608,309)
(150,617)
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
156,238
38,107
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
Total Adjustment
$(1,310,253)
$(331,640)
     
Non-PEO NEO Average Total Compensation Amount $ 1,889,298 1,298,087 1,020,880 1,388,110
Non-PEO NEO Average Compensation Actually Paid Amount $ 1,557,658 1,018,139 803,582 2,236,770
Adjustment to Non-PEO NEO Compensation Footnote
(3)
The following table set forth on the next page outlines information concerning the calculation of the adjustment between the Summary Compensation and Compensation Actually Paid for each of the fiscal year ended December 31, 2023.
2023
 
PEO
Average non-PEO NEOs
Deduction for Amounts Reported under the “Stock Awards” Column in the Summary Compensation Table for Applicable FY
$(3,580,283)
$(1,064,757)
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
2,490,469
754,875
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
231,632
90,752
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
(608,309)
(150,617)
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
156,238
38,107
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
Total Adjustment
$(1,310,253)
$(331,640)
     
Compensation Actually Paid vs. Total Shareholder Return
Relationship Between Financial Performance Measures
The line graphs below compare (i) the compensation actually paid to our PEO and the average of the compensation actually paid to our remaining NEOs with (ii) Total Shareholder Return and Peer Group Total Shareholder Return, (iii) our GAAP Net Income and (iv) Relative Stockholder Return, in each case for the fiscal years ended December 31, 2020, 2021, 2022 and 2023.
Reflects the Value of Initial Fixed $100 Investment Based On Total Shareholder Return and Peer Group Total Shareholder Return:

     
Compensation Actually Paid vs. Net Income
Relationship Between Financial Performance Measures
The line graphs below compare (i) the compensation actually paid to our PEO and the average of the compensation actually paid to our remaining NEOs with (ii) Total Shareholder Return and Peer Group Total Shareholder Return, (iii) our GAAP Net Income and (iv) Relative Stockholder Return, in each case for the fiscal years ended December 31, 2020, 2021, 2022 and 2023.

     
Compensation Actually Paid vs. Company Selected Measure
Relationship Between Financial Performance Measures
The line graphs below compare (i) the compensation actually paid to our PEO and the average of the compensation actually paid to our remaining NEOs with (ii) Total Shareholder Return and Peer Group Total Shareholder Return, (iii) our GAAP Net Income and (iv) Relative Stockholder Return, in each case for the fiscal years ended December 31, 2020, 2021, 2022 and 2023.

     
Total Shareholder Return Vs Peer Group
Relationship Between Financial Performance Measures
The line graphs below compare (i) the compensation actually paid to our PEO and the average of the compensation actually paid to our remaining NEOs with (ii) Total Shareholder Return and Peer Group Total Shareholder Return, (iii) our GAAP Net Income and (iv) Relative Stockholder Return, in each case for the fiscal years ended December 31, 2020, 2021, 2022 and 2023.
Reflects the Value of Initial Fixed $100 Investment Based On Total Shareholder Return and Peer Group Total Shareholder Return:

     
Tabular List, Table
Pay Versus Performance Tabular List for fiscal year ended December 31, 2023
We believe the following performance measures represent the most important financial performance measures used by us in 2023 to link compensation actually paid to our PEO and NEOs for fiscal year ended December 31, 2023:
Absolute Total Rate of Return to Stockholders; and
Relative Stockholder Return.
     
Total Shareholder Return Amount $ 98.26 110.91 113.81 111.64
Peer Group Total Shareholder Return Amount 122.84 99.82 132.23 92.43
Net Income (Loss) $ 95,462,000 $ 97,908,000 $ 85,745,000 $ 77,567,000
Company Selected Measure Amount 0.253 0.715 0.601 0.904
PEO Name William H. Lenehan William H. Lenehan William H. Lenehan William H. Lenehan
Percentage of Absolute Total Shareholder Return (1.70%) 10.90% 13.80% 11.60%
Percentage of Award Opportunity for Performance Based Restricted Stock Awarded Comprised in Absolute TSR 50.00% 50.00% 50.00% 50.00%
Measure:: 1        
Pay vs Performance Disclosure        
Name Absolute Total Rate of Return to Stockholders      
Measure:: 2        
Pay vs Performance Disclosure        
Name Relative Stockholder Return      
PEO        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ (1,310,253)      
PEO | Amounts Reported Under the “Stock Awards” Column in the Summary Compensation Table for Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (3,580,283)      
PEO | ASC 718 Fair Value of Awards Granted During Applicable FY that Remain Unvested as of Applicable FY End, Determined as of Applicable FY End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 2,490,469      
PEO | ASC 718 Fair Value of Awards Granted During Applicable FY that Vested During Applicable FY, Determined as of Vesting Date [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 231,632      
PEO | Awards Granted During Prior FY that were Outstanding and Unvested as of Applicable FY End, Determined Based on Change in ASC 718 Fair Value from Prior FY End to Applicable FY End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (608,309)      
PEO | Awards Granted During Prior FY that Vested During Applicable FY, Determined Based on Change in ASC 718 Fair Value from Prior FY End to Vesting Date [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 156,238      
PEO | ASC 718 Fair Value of Awards Granted During Prior FY that were Forfeited During Applicable FY, Determined as of Prior FY End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Dividends or Other Earnings Paid During Applicable FY Prior to Vesting Date [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Incremental Fair Value of Options/SARs Modified During Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Change in the Actuarial Present Values Reported Under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Service Cost and, if Applicable, Prior Service Cost for Pension Plans [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (331,640)      
Non-PEO NEO | Amounts Reported Under the “Stock Awards” Column in the Summary Compensation Table for Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (1,064,757)      
Non-PEO NEO | ASC 718 Fair Value of Awards Granted During Applicable FY that Remain Unvested as of Applicable FY End, Determined as of Applicable FY End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 754,875      
Non-PEO NEO | ASC 718 Fair Value of Awards Granted During Applicable FY that Vested During Applicable FY, Determined as of Vesting Date [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 90,752      
Non-PEO NEO | Awards Granted During Prior FY that were Outstanding and Unvested as of Applicable FY End, Determined Based on Change in ASC 718 Fair Value from Prior FY End to Applicable FY End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (150,617)      
Non-PEO NEO | Awards Granted During Prior FY that Vested During Applicable FY, Determined Based on Change in ASC 718 Fair Value from Prior FY End to Vesting Date [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 38,107      
Non-PEO NEO | ASC 718 Fair Value of Awards Granted During Prior FY that were Forfeited During Applicable FY, Determined as of Prior FY End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Dividends or Other Earnings Paid During Applicable FY Prior to Vesting Date [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Incremental Fair Value of Options/SARs Modified During Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Change in the Actuarial Present Values Reported Under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Service Cost and, if Applicable, Prior Service Cost for Pension Plans [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ 0