Role of Data for Peer Companies
FW Cook periodically conducts competitive reviews of our executive compensation program, including a competitive analysis of pay opportunities for our named
executive officers as compared to the relevant peer group selected by the Committee. The Committee reviews compensation practices at peer companies to inform itself and aid it in its decision-making process so it can establish compensation programs
that it believes are reasonably competitive.
FW Cook conducted a comprehensive review of our program in 2015, and made subsequent updates to competitive
data for selected positions in 2016 with competitive comparisons based on twenty U.S.-based, publicly traded REITs of reasonably similar size to our Company, as measured by total capitalization, and/or with a focus on the retail sector. The group
included our direct mall REIT competitors, both larger and smaller than us; REITs in other asset classes were primarily selected based on size. At the time FW Cook conducted the competitive reviews, our total capitalization was in the median range
compared to the peer group. The Committee believes that these REITs best reflected a complexity and breadth of operations, as well as the amount of capital and assets managed, similar to our Company at the time the studies were conducted. FW Cook
again reviewed the peer group for a comprehensive review conducted in 2017. The peer group REITs resulting from the 2017 comprehensive review were:
|Alexandria Real Estate Equities, Inc.
||Kimco Realty Corporation|
|Boston Properties, Inc.
||Regency Centers Corporation|
|Brixmor Property Group, Inc.
||Simon Property Group, Inc.|
|Digital Realty Trust, Inc.
||SL Green Realty Corp.|
|Douglas Emmett, Inc.
||Tanger Factory Outlets|
|Federal Realty Investment Trust
||Taubman Centers, Inc.|
|General Growth Properties, Inc.
||Vornado Realty Trust|
|Kilroy Realty Corporation
Relative to 2016, based on the 2017 comprehensive review FW Cook recommended and the Committee approved the following changes
to the peer group, which are reflected in the peer group listed above: Four REITs were removed as they had become much larger than us in total capitalization: AvalonBay Communities, Inc.; Equity Residential; Prologis, Inc. and Ventas, Inc. Host
Hotels & Resorts, Inc. was also removed as its asset class was deemed too different from ours. Two REITs were added, VEREIT, Inc. and Brixmor Property Group, Inc. because they are closer in size to us and have a substantial proportion of
retail assets in their portfolios, albeit primarily single-tenant and/or shopping center retail as compared to our focus on Class-A regional malls.
Committee does not set compensation components to meet specific benchmarks. Instead the Committee focuses on a balance of annual and long-term compensation, which is heavily weighted toward at risk performance-based compensation. Peer
group data is not used as the determining factor in setting compensation because each officers role and experience is unique. The Committee believes that ultimately the decision as to appropriate compensation for a particular officer should be
made based on a full review of that officers and our Companys performance.
Compensation for 2017 Performance
Compensation opportunities for each named executive officer consisted of a base salary, an annual bonus opportunity, and long-term incentives, each of which is
described in more detail below.