Adam Wyll
About Adam Wyll
Adam Wyll, age 50, is President and Chief Executive Officer of American Assets Trust, Inc. (AAT) since January 1, 2025, after serving as President and COO (2021–2024), EVP and COO (2019–2021), and SVP & General Counsel from AAT’s IPO in 2011 to 2019. He oversees operations, transactions (financings, acquisitions, dispositions), and leads legal, IT, HR, and ESG initiatives; he holds a J.D. from the University of Texas at Austin School of Law and a BBA/Finance with highest honors from UT Austin . Under management’s 2024 program, AAT set post-IPO records: revenue $457.90M (+4% YoY), net income $72.82M (+13%), FFO $197.50M or $2.58/share (+8%), NOI $290.13M (+5%); Company TSR was 43.07% vs 28.54% for S&P 600 Real Estate (Dec 1, 2023–Nov 30, 2024) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| American Assets Trust, Inc. | President & CEO | 2025–present | CEO succession; leads operations, strategy, growth, and ESG |
| American Assets Trust, Inc. | President & COO | 2021–2024 | Drove operations and strategic initiatives; oversaw transactions and corporate functions |
| American Assets Trust, Inc. | EVP & COO | 2019–2021 | Led day-to-day operations and transactions |
| American Assets Trust, Inc. | SVP & General Counsel | 2011–2019 | Led legal function through IPO era; structured complex transactions |
| American Assets, Inc. (AAI) | VP, Private Equity; VP, Legal & Business Affairs | Various pre-IPO | Structured and managed complex real estate and private equity deals |
| American Assets Investment Management, LLC | VP, Director of Client Services | Various pre-IPO | Client service leadership at affiliated SEC-registered adviser |
| National law firm (Dallas, TX) | Attorney | Prior to AAT | Represented institutional lenders in finance/real estate transactions and restructurings |
External Roles
| Organization | Role | Years |
|---|---|---|
| Insurance Company of the West | Board member and Audit Committee | Current |
Fixed Compensation
Base salary and bonus targets
| Year | Base salary ($) | Target bonus (% of base) | Actual cash bonus ($) |
|---|---|---|---|
| 2025 | 750,000 | 127% | N/A (future period) |
| 2024 | 535,000 | 100% | 1,070,000 |
| 2023 | 500,000 | Not disclosed | 375,000 |
| 2022 | 425,000 | Not disclosed | 318,750 |
Multi-year compensation summary
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | 425,000 | 500,000 | 535,000 |
| Discretionary cash bonus ($) | 318,750 | 375,000 | 535,000 |
| Cash non-equity incentive plan ($) | 425,000 | 500,000 | 535,000 |
| Stock awards ($) | 1,223,029 | 1,368,168 | 3,443,623 |
| All other compensation ($) | 182,573 | 185,571 | 286,461 |
| Total compensation ($) | 2,574,352 | 2,928,739 | 5,335,084 |
Deferred compensation elections (EDP VI)
| Metric | 2024 amount |
|---|---|
| Executive contributions ($) | 21,055 |
| Aggregate earnings ($) | 3,555 |
| Aggregate balance at 12/31/24 ($) | 70,217 |
Performance Compensation
Annual bonus plan mechanics (2024)
- Weighting: 50% corporate (FFO per share); 50% discretionary (individual/ESG); max total payout capped at 250% .
- 2024 corporate metric thresholds and payout curve: | Metric (Corporate 50%) | Threshold | Target | Maximum | Actual | Payout multiplier | |---|---|---|---|---|---| | FFO per share | $2.00 → 25% | $2.10 → 100% | $2.20 → 200% | $2.58 (or $2.30 ex-litigation & lease fee) | 200% corporate |
- Discretionary component (50%): Committee awarded 200% for 2024 based on contributions to record results and ESG advancement .
- Outcome: Adam Wyll’s actual bonus equaled 200% of base salary (2024 cash bonus $1,070,000 on $535,000 base) .
Long-term equity awards and vesting design
- Award types: Performance-based restricted stock (FFO per share + relative TSR vs S&P 600 Real Estate) with three annual performance tranches; plus a one-time time-based grant in CEO transition .
- Vesting cadence: Up to one-third vests based on performance at Nov 30, 2025, 2026, and 2027 (TSR periods begin Dec 1, 2024; FFO performance period is calendar year) .
- TSR multiplier: +20% if Company TSR ≥ +500 bps vs index; −20% if ≤ −500 bps; floor 50% / cap 150% with FFO multiplier base .
2024 grants to Adam Wyll
| Grant date | Type | Target shares | Max shares | Target value | Vesting |
|---|---|---|---|---|---|
| Dec 4, 2024 | Performance-based RS | 58,416 | 87,624 | $1,600,000 | 1/3 at 11/30/2025–2027 per FFO & TSR |
| Dec 4, 2024 | Time-based RS (CEO transition) | 58,416 | N/A | $1,600,000 | 1/3 on 12/4/2025–2027 |
Recent vesting outcomes (performance awards)
| Award year | Performance period endpoints | FFO per share result | S&P 600 RE TSR | Company TSR | FFO multiplier | TSR adjustment | Vested tranche outcome |
|---|---|---|---|---|---|---|---|
| 2023 awards | 11/30/2024 | $2.58 (or $2.30 ex-items) | 28.54% | 43.07% | 150% | +10% (design for 2023) | 150% of target |
| 2022 awards | 11/30/2024 | $2.40 (2023) | 18.37% | 12.66% | 150% | −10% (design for 2022) | 140% of target |
| 2021 awards | 11/30/2024 | $2.34 (2022) | (2.45)% | (1.75)% | 150% | +10% (design for 2021) | 150% of target |
Stock vested in 2024
| Executive | Shares vested | Value realized ($) |
|---|---|---|
| Adam Wyll | 55,995 | 1,592,498 |
Equity Ownership & Alignment
Beneficial ownership (as of March 31, 2025)
| Holder | Shares/Units beneficially owned | % of shares outstanding | Notes |
|---|---|---|---|
| Adam Wyll | 320,709 | <1% | 101,590 shares via Wyll Family Trust; 219,119 restricted stock |
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Stock ownership guidelines: Executives must hold ≥ 3x base salary (Wyll) and are currently in compliance; if below, must retain ≥50% of net shares upon vesting/exercise .
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Hedging/pledging: Hedging prohibited; pledging requires Audit Committee pre-approval and is capped; no outstanding pledges by directors/officers (including Mr. Wyll) since 12/31/24; historically only Mr. Rady had pledges and none were foreclosed .
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Outstanding unvested awards (12/31/24) for Adam Wyll: | Category | Shares | Market value ($) | |---|---:|---:| | Time-based RS (CEO transition) | 58,416 | 1,534,004 | | Performance RS (max shares, multiple grants) | 160,703 | 4,220,061 | Note: Market value calculated at $26.26 closing price on 12/31/24 .
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Scheduled vesting amounts (maximum performance outcomes assumption): | Year | Time-based shares | Performance-based shares | |---|---:|---:| | 2025 | 19,472 | 74,541 | | 2026 | 19,472 | 56,954 | | 2027 | 19,472 | 29,208 |
Employment Terms
| Term | Details |
|---|---|
| Role and start date | President & CEO effective January 1, 2025 |
| Agreement term | One year initial term from 1/1/2025; auto-renews annually unless earlier terminated |
| Base salary | $750,000 (effective 2025) |
| Target bonus | 127% of base salary (from 2025) |
| Annual equity | Target $1,600,000; performance-based restricted stock (FFO + relative TSR) |
| One-time equity | $1,600,000 time-based RS (3-year ratable vest) in CEO transition |
| Severance | If terminated without cause or resigns for good reason: 2x (salary + 3-year avg bonus); 12 months health coverage; accelerated vesting of 50% of outstanding equity (100% if within 12 months post-change in control), subject to release |
| Change in control vesting | Performance awards remain eligible to vest at maximum across measurement dates; acceleration upon qualifying termination; time-based RS accelerates fully upon qualifying termination after change in control |
| Other provisions | Confidentiality and non-solicitation |
Compensation Governance and Stakeholder Feedback
- Pay-for-performance architecture: performance-based cash bonuses and equity; three-year vesting; caps on incentives; robust stock ownership requirements; clawback policy under Rule 10D-1; no excise tax gross-ups; hedging prohibited .
- Peer benchmarking: Committee references NAREIT Compensation Survey for $3B–$5B total capitalization cohort; aims for median total direct compensation at target; no outside consultant used for 2024 .
- Say-on-pay: 91% approval at 2024 Annual Meeting; historically very high approvals since IPO .
Performance Context (Company-level metrics referenced in pay program)
| Metric | 2023 | 2024 |
|---|---|---|
| Revenue ($M) | N/A | 457.90 (+4% YoY) |
| Net income ($M) | 64.69 | 72.82 (+13% YoY) |
| FFO ($M) | 183.44 | 197.53 |
| FFO per share ($) | 2.40 | 2.58 (+8% YoY) |
| NOI ($M) | 277.21 | 290.13 (+5% YoY) |
| Company TSR vs S&P 600 RE (Dec 1–Nov 30) | 12.66% vs 18.37% (2022 award measurement) | 43.07% vs 28.54% (2023 award measurement) |
Investment Implications
- Alignment and incentives: High variable pay with explicit ties to FFO/share and relative TSR; 3x salary ownership guideline and hedging prohibition reinforce alignment; clawback policy adds accountability .
- Retention risk vs severance economics: Enhanced 2025 CEO terms include 2x salary+bonus severance for no-cause/good-reason terminations; equity acceleration mechanics mitigate departure risk but increase change-of-control costs; non-solicit protection applies .
- Potential insider selling pressure: Significant scheduled vesting from 2025–2027 (up to 19,472 time-based shares annually plus performance-based tranches), though stock holding requirements can limit net sales; monitor Form 4 filings around November/December measurement/vesting dates .
- Governance and shareholder sentiment: Strong say-on-pay support (91%) and clear pay-governance “no-gross-up/hedging-ban” posture reduce compensation risk; peer survey-based targeting may imply ongoing equity issuance to maintain competitiveness .