Jason Blacksberg
Executive Vice President, Chief Legal Officer and Corporate Secretary at ACADIA REALTY TRUST
Executive
About Jason Blacksberg
Jason Blacksberg, 49, is Executive Vice President, Chief Legal Officer and Corporate Secretary of Acadia Realty Trust (AKR). He joined Acadia in 2014 as SVP & General Counsel, became Corporate Secretary in 2016, and was promoted to Chief Legal Officer in 2022; he also oversees the company’s corporate responsibility program . Under the leadership team during 2024, Acadia delivered FFO/share (as adjusted) growth of 6.4% to $1.16, Same-Property NOI growth of 5.7%, and a 1-year TSR of +44% (#1 in the peer group), with 3-year TSR of +23% (75th percentile) and reduced Net Debt/EBITDA to 5.5x . In 2023, the company posted FFO/share (as adjusted) of $1.09, Same-Property NOI growth of 5.8%, and Core leased rate of 95.0% .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Acadia Realty Trust | SVP & General Counsel; Corporate Secretary | 2014–2016; since 2016 | Built and led legal function; corporate governance and disclosure; elevated to CLO in 2022 |
| Trump Organization | SVP of Investments & Assistant General Counsel | Prior to 2014 (not disclosed) | Investments and legal execution for complex real estate transactions |
| Davis Polk & Wardwell | Associate | Prior to 2014 (not disclosed) | Large-cap M&A/capital markets training; legal fundamentals |
| U.S. District Court, S.D. Cal. | Law Clerk to Chief Judge Marilyn Huff | Prior to 2014 (not disclosed) | Federal judicial clerkship; litigation and procedural expertise |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | None disclosed | — | No public company directorships or external governance roles disclosed in latest proxies |
Fixed Compensation
Multi-year summary compensation (reported):
| Metric (USD) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary | $455,000 | $473,000 | $487,000 |
| Stock Awards (grant-date fair value) | $620,854 | $638,335 | $574,245 |
| Non-Equity Incentive Plan Comp. | $574,688 | $502,526 | $484,313 |
| All Other Compensation | $9,438 | $10,188 | $10,638 |
| Total | $1,659,980 | $1,624,049 | $1,556,196 |
Additional 2024 base salary change and bonus opportunity:
- Base Salary: increased ~3.0% from $473,000 (2023) to $487,000 (2024) .
- Annual Bonus Opportunity (as % of base): Threshold 51%, Target 85%, Maximum 153% (increased from prior 75% target for non-CEO NEOs) .
Performance Compensation
2024 annual incentive structure and company results:
| Performance Metric | Weight | Threshold | Target | Maximum | Actual |
|---|---|---|---|---|---|
| FFO/share (before special items) | 22.5% | $1.11 | $1.14 | $1.17 | $1.16 |
| Core Leasing Activity (ABR added) | 20.0% | $5.0M | $6.0M | $7.0M | $15.8M |
| Leverage – Net Debt/EBITDA | 10.0% | 6.75x | 6.25x | 5.75x | 5.50x |
| Transactional Activity | 17.5% | $100M | $300M | $750M | $597.3M |
| Execute Strategic Plan (composite) | 10.0% | 1.00 | 3.00 | 5.00 | 4.00 |
| Individual | 20.0% | 1.00 | 3.00 | 5.00 | Not disclosed (for NEOs) |
2024 payout and deferral election (Blacksberg):
| Bonus Year | Threshold ($) | Target ($) | Maximum ($) | Amount Earned ($) | Elected as LTIP Units ($) |
|---|---|---|---|---|---|
| 2024 | $248,370 | $413,950 | $745,110 | $624,855 | $781,069 (20% pricing discount; 3-yr vest, +2-yr hold) |
Long-term incentives:
- Approved 2024 LTIP equity grant (granted Feb 2025): $525,000 (50% time-based; 50% performance-based) .
- Time-based LTIP Units: vest ratably over 5 years; distributions equivalent to OP units; CEO awards also have an additional 2-year post-vest holding period (NEOs’ time-based do not specify extra hold) .
- Performance-based LTIP Units (3-year performance period; then vesting/holding):
- Relative TSR vs. Nareit Shopping Center Index (50% weight): 25th/50th/75th percentile = 50%/100%/200% payout .
- Relative TSR vs. Nareit Retail Index (25% weight): same percentiles and payout curve .
- Same-Property NOI growth (25% weight): 2–3%/3%/4% = 50%/100%/200% payout; linear interpolation between points .
- For NEOs (other than CEO): any earned performance-based LTIP Units vest 100% at end of year 3 and are subject to an additional 2-year post-vest holding period .
- Historical LTI performance outcomes (company-wide): 2022 award paid 155% of target based on relative TSR outcomes; 2023 and 2024 awards in progress tracking above target as of 12/31/2024 .
Governance features tied to incentives: formal clawback policy; anti-hedging and anti-pledging; long vesting and post-vest holding for equity; share ownership requirements (CEO 10x salary+bonus; others 3x salary) .
Equity Ownership & Alignment
Outstanding equity awards (as of 12/31/2024) – Jason Blacksberg:
| Equity category | Units unvested (#) | Market value ($) | Notes |
|---|---|---|---|
| Time-based RSU/LTIP (unvested) | 140,883 | $3,403,734 | Market value at $24.16 per share |
| Performance-based (unearned, target basis) | 84,136 | $2,032,726 | Subject to 3-year performance and 2-year post-vest hold |
Ownership policies and selling pressure considerations:
- Ownership guideline: 3x base salary for all other NEOs; all NEOs met requirements as of 12/31/2024 (performance-based unearned awards excluded from calculation) .
- Anti-hedging and anti-pledging: company prohibits short sales, derivatives, margin, and pledging; all executives in compliance as of the proxy date, reducing alignment and forced-selling risks .
- Bonus deferral: 100% of 2024 annual incentive taken as LTIP Units at a 20% price discount; NEO LTIP awards vest over 3 years and are subject to a 2-year post-vest holding period, extending share sale timelines .
- No stock options were granted in 2024; program emphasizes RSUs/LTIP Units with long vesting/holding .
Employment Terms
Severance framework for NEOs (other than CEO):
- Without Cause or For Good Reason (not in connection with Change of Control): lump-sum of 1x base salary and 1x average cash bonus (last two years), plus pro‑rated bonus, one year of COBRA, reimbursement of expenses; time‑based equity vests immediately; performance-based awards remain outstanding to be measured per grant terms .
- Change of Control (CoC) plus Termination Without Cause or For Good Reason (double trigger for cash): all benefits above, plus an additional 0.75x base salary and 0.75x average bonus, and an extra six months of medical; time‑based equity vests upon consummation of CoC; performance-based awards continue under award agreements (equity acceleration for time-based is single trigger) .
Estimated potential payments for Jason Blacksberg (assuming event on 12/31/2024):
| Scenario | Cash Severance ($) | Bonus Severance ($) | Stock Awards ($) | Other Benefits ($) |
|---|---|---|---|---|
| Death | $487,000 | $1,102,788 | $5,436,460 | $28,552 |
| Disability | $487,000 | $1,102,788 | $5,436,460 | $28,552 |
| Good Reason | $974,000 | $1,654,182 | $5,436,460 | $28,552 |
| Without Cause | $974,000 | $1,654,182 | $5,436,460 | $28,552 |
| CoC + Termination | $1,339,250 | $2,067,728 | $5,436,460 | $42,828 |
| CoC only | — | — | $5,436,460 (time-based acceleration) | — |
Contractual definitions and protections: detailed “Cause,” “Good Reason,” “Disability,” and change-in-control mechanics are specified; time‑based equity accelerates upon CoC (single trigger); cash severance requires CoC+termination (double trigger) .
Performance & Track Record
Key operating and shareholder outcomes under the current team:
| Metric | 2023 | 2024 |
|---|---|---|
| FFO/share (as adjusted) | $1.09 | $1.16 (+6.4% YoY) |
| Same-Property NOI Growth | 5.8% | 5.7% |
| Core Leased Rate | 95.0% (YE) | 95.8% (YE) |
| 1-Year TSR | — | +44% (#1 in peer group) |
| 3-Year TSR | — | +23% (75th percentile) |
| Net Debt/EBITDA | 6.5x (Core; YE 2023) | 5.5x (company metric) |
Notable incentives-performance linkage:
- 2024 annual incentive metrics (FFO/share, leasing, leverage, transactional activity, strategic execution) were largely at or above target, driving above-target bonus funding .
- Long-term incentives are 50% performance-based and keyed to relative TSR and Same-Property NOI growth; the 2022 cycle paid 155% based on TSR outperformance .
Compensation Committee Analysis and Peer Benchmarking
- Compensation Committee: independent trustees; 2024 members were Spitz (Chair), Denien, Woodhouse; engaged independent consultant Ferguson Partners Consulting (FPC) .
- Peer group updated in 2024 to add CBL and JBGS; removed RPT and SRC (acquired); does not target a specific percentile but reviews market data; total capitalization approximates peer median .
- Say‑on‑Pay support remained high: ~93.5% approval in 2024; ~93.7% in 2023 .
Governance, Policies, and Risk Indicators
- Clawback policy applies to cash and equity incentives; no recoveries outstanding as of 12/31/2024 .
- Anti-hedging and anti-pledging policies in force; insider trading policy filed as an exhibit to the 10‑K .
- Long vesting and mandatory post‑vest holding periods (especially for performance-based LTIPs) promote long-term alignment and dampen near-term selling pressure .
- No stock options granted in 2024; equity is delivered via RSUs/LTIP Units with long-dated vesting .
- Company governance highlights include no poison pill and majority voting with resignation policy .
Investment Implications
- Alignment signals are strong: Blacksberg elected to take 100% of his 2024 bonus in LTIP Units with 3-year vesting and a 2-year post‑vest holding period, adding a 5-year path-to-liquidity and increasing equity exposure at a 20% pricing discount .
- Long-duration equity, post‑vest holding requirements, and anti‑pledging rules reduce short‑term selling pressure and retention risk, while share ownership guidelines have been met by all NEOs as of 12/31/2024 .
- Pay outcomes track operating and TSR performance: above‑target 2024 metric achievement funded higher bonuses; multi‑year TSR-linked LTI paid 155% for the 2022 cycle, reinforcing pay‑for‑performance .
- Change‑of‑control terms are mixed from a governance standpoint: cash severance is double‑trigger, but time‑based equity accelerates on a single trigger at CoC, which some investors view as less aligned; quantify potential payouts to Blacksberg above for scenario analysis .
- Company performance momentum (FFO/share +6.4%, strong leasing, deleveraging to 5.5x Net Debt/EBITDA, top‑quartile TSR) supports incentive realizations and reduces execution risk around compensation frameworks tied to TSR and NOI growth .