Reginald Livingston
About Reginald Livingston
Reginald Livingston, age 50, is Executive Vice President and Chief Investment Officer (CIO) at Acadia Realty Trust (AKR). He leads the Company’s external growth strategy, including investment strategy, sourcing, underwriting and execution; he joined Acadia in 2012, became SVP and Co‑Head of Acquisitions in 2020, was appointed CIO in 2023, and promoted to EVP in 2024. He holds a JD from George Washington University Law School and a BA from Georgetown University . He first became an executive officer in 2024 . Company performance metrics informing 2024 pay included FFO/share of $1.16 (vs $1.14 target), Core leasing activity of $15.8M (above maximum), Net Debt/EBITDA of 5.50x (better than maximum), transactional activity of $597.3M, and Strategic Plan execution scored 4.00; management also highlighted same‑property NOI growth of 5.7% and 95.8% Core occupancy for the year while deleveraging to 5.5x Net Debt/EBITDA .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Acadia Realty Trust | EVP & CIO | 2024–present | Leads external growth strategy; oversees sourcing, underwriting, execution of new investments . |
| Acadia Realty Trust | SVP & CIO | 2023–2024 | Elevated to CIO to drive platform‑level investment initiatives . |
| Acadia Realty Trust | SVP, Co‑Head of Acquisitions | 2020–2023 | Co‑led acquisitions; scaled sourcing and execution capabilities . |
| Acadia Realty Trust | Investment team (joined) | 2012–2020 | Progressively expanded investment responsibilities . |
| Terramark, LLC | Principal | Prior to 2012 | Development leadership and principal investing experience . |
| UrbanAmerica (private equity real estate fund) | Vice President | Prior to 2012 | Private equity real estate investing, underwriting, and asset execution . |
External Roles
No external public company directorships were disclosed for Mr. Livingston in the latest proxy .
Fixed Compensation
| Item | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | 400,000 | 412,000 (+3.0%) |
| Target Bonus (% of Salary) | 75% (pre‑2024 program) | 85% (threshold 51%, max 153%) |
| Target Cash Bonus ($) | — | 350,200 |
| Actual Annual Incentive Earned ($) | — | 534,578 |
| Bonus Payout Form | — | 100% elected into LTIP Units; $668,223 grant value with 20% price discount and 3‑year ratable vest + 2‑year post‑vest hold |
Notes:
- All NEOs (including Livingston) elected to receive 2024 annual incentives entirely in LTIP Units under the Bonus Exchange Program; for NEOs other than the CEO, these vest over 3 years, plus a 2‑year post‑vest holding period, and are granted at a 20% discounted share price to reinforce long‑term alignment .
Performance Compensation
2024 Annual Incentive Structure and Outcomes
| Metric | Weighting | Threshold | Target | Maximum | Actual Result |
|---|---|---|---|---|---|
| FFO/share (before special items) | 22.5% | $1.11 | $1.14 | $1.17 | $1.16 |
| Core Leasing Activity | 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% | $100.0M | $300.0M | $750.0M | $597.3M |
| Executing the Strategic Plan | 10.0% | 1.00 | 3.00 | 5.00 | 4.00 (above target) |
| Individual | 20.0% | 1.00 | 3.00 | 5.00 | Company disclosed individual scoring process; see proxy |
| Total | 100% | — | — | — | Resulted in above‑target payouts for NEOs; Livingston earned $534,578 |
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Long‑Term Incentives (granted Feb 2025 for 2024 performance): 50% time‑based RSUs/LTIP Units vesting ratably over 5 years (CEO has an additional 2‑year post‑vest hold); 50% performance‑based RSUs/LTIP Units vest at 3 years based on relative TSR (75% weight) and same‑property NOI growth (25%), followed by a 2‑year post‑vest holding period for any earned awards . The company granted no stock options in 2024 .
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Approved 2024 LTIP Unit Grant Values (granted in early 2025): Livingston: $350,000 (half time‑based, half performance‑based) .
Equity Ownership & Alignment
- Beneficial Ownership (as of March 11, 2025): 30,208 LTIP Units and 4,322 Common Shares (total 34,530). Excludes 64,240 Restricted LTIP Units not vesting within 60 days . Total common shares outstanding were 119,772,926 as of March 11, 2025 (Livingston’s stake is approximately 0.03% of outstanding on a basic share basis) .
- Outstanding Equity Awards (12/31/2024):
- Unvested time‑based stock/units: 33,818 ($817,042 market value) .
- Unearned performance‑based stock/units: 51,762 ($1,250,569 market/payout value) .
| Ownership/Equity Policy | Detail |
|---|---|
| Stock ownership guideline | All other NEOs: 3x base salary; status: met as of 12/31/2024 . |
| Anti‑hedging/anti‑pledging | Short sales, derivatives, margin accounts, and pledging prohibited; all covered persons in compliance as of the proxy date . |
| Timing/sale of vested shares | Awards granted Q1 each year; no consequence for selling vested shares, but must comply with ownership mandates . |
Employment Terms
- Change‑of‑Control and Termination Framework:
- Equity awards accelerate upon certain Change of Control events; plan documents also provide for forfeiture upon termination for cause .
- Cash/bonus severance varies by termination scenario; selected estimates below assume a December 31, 2024 event:
| Scenario (Reginald Livingston) | Cash Severance ($) | Bonus Severance ($) | Stock Awards ($) | Other Benefits ($) |
|---|---|---|---|---|
| Without Cause | 824,000 | 1,409,025 | 2,067,611 | 28,552 |
| Good Reason | 824,000 | 1,409,025 | 2,067,611 | 28,552 |
| Change of Control (no termination) | — | — | 2,067,611 | — |
| Change of Control + Termination | 1,133,000 | 1,761,281 | 2,067,611 | 42,828 |
| Death/Disability | 412,000 | 939,350 | 2,067,611 | 28,552 |
- Clawback: Compensation Recovery Policy (restatement‑based recovery for incentive compensation); no recoveries outstanding as of 12/31/2024 .
Additional Alignment: Investment Management “Promote” Program
- Senior executives receive a time‑vested share of AKR’s 20% “Promote” above investors’ return of capital plus a 6% preferred return in Funds III–V; there is no payout unless the preferred return and capital are fully returned. 2024: no compensation paid under the Program to any NEO .
- Livingston’s Fund V allocations: 0.1250% for 2024; 1.3750% total to date, vesting 20% per year over five years for Fund V awards .
Investment Implications
- Pay‑for‑performance and retention: Livingston’s 2024 compensation is heavily equity‑linked, with long vesting (3–5 years) and 2‑year post‑vest holding requirements; combined with anti‑pledging and ownership guidelines, this should limit near‑term selling pressure and promote alignment with long‑term value creation .
- Incentive quality: Annual incentives are anchored to FFO/share, leasing, deleveraging (Net Debt/EBITDA), and transactional activity; 2024 outcomes were above target, consistent with the $534,578 earned for Livingston and his election to defer into LTIPs ($668,223 grant value under the 20% discount program) .
- Ownership scale vs. unvested pipeline: Beneficial ownership remains modest in absolute and percentage terms (approx. 0.03% of shares), but unvested and performance‑based awards are meaningful, enhancing retention and future alignment if performance hurdles are met .
- CoC economics: Equity accelerates upon Change of Control, while cash and bonus severance require termination or good reason; this structure balances alignment and retention during strategic events .
- Governance signals: Strong say‑on‑pay support (93.5% in 2024), adoption of clawback and anti‑hedging/pledging policies, and independent compensation advisor (FPC) underpin governance quality and reduce compensation‑related risk .