Lance Parker
About Lance Parker
Lance K. Parker, age 51, is President & Chief Executive Officer of Alexander & Baldwin, Inc. and has served as a director since 2023; he became CEO in July 2023 after roles including President, COO, Chief Real Estate Officer, EVP, and leadership of A&B’s property subsidiary, giving him deep operating experience in Hawaii-focused CRE . Under his leadership in 2024, A&B reported diluted EPS of $0.83 and FFO/diluted share of $1.37, up 102.4% and 25.7% YoY, with CRE same-store NOI growth of 2.87%, occupancy 94.6%, leasing spreads of 11.6%/11.7%, net debt/Consolidated Adjusted EBITDA of 3.6x, and liquidity of $333.4 million . The Board maintains independent governance with a non-executive Chairman and Lead Independent Director; all directors other than the CEO are independent, mitigating dual-role concerns from Parker’s CEO-director status .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Alexander & Baldwin, Inc. | Chief Executive Officer & Director | Jul 2023–present | CEO and director with comprehensive knowledge of A&B’s real estate operations and Hawaii markets . |
| Alexander & Baldwin, Inc. | President | Jan 2023–present | Executive leadership over corporate strategy and CRE portfolio . |
| Alexander & Baldwin, Inc. | Chief Operating Officer | Nov 2021–Jun 2023 | Oversight of operations across CRE and development . |
| Alexander & Baldwin, Inc. | Executive Vice President | Mar 2018–Dec 2022 | Senior management responsibility across functions . |
| Alexander & Baldwin, Inc. | Chief Real Estate Officer | Oct 2017–Oct 2021 | Led real estate strategy, acquisitions, leasing, and development . |
| A & B Properties Hawaii, LLC | President | Sep 2015–present | Leadership of property subsidiary, deep local market expertise . |
| A & B Properties Hawaii, LLC | Senior Vice President | Jun 2013–Aug 2015 | Senior operating role in property portfolio . |
External Roles
- No external public-company roles disclosed for Parker in the proxy; the Board affirms other directors’ independence and outside commitments limits, and Parker receives no separate director compensation .
Fixed Compensation
| Item | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $675,000 | $710,000 (+5.2%) |
| Target Annual Incentive (% of base) | 115% | 115% |
| Target Annual Incentive ($) | $778,? (not disclosed) | $816,500 |
| Actual Annual Incentive (% of target) | Not disclosed | 152% |
| Actual Annual Incentive (% of base) | Not disclosed | 175% |
| Actual Annual Incentive ($) | Not disclosed | $1,241,600 |
| 2024 CEO Total Compensation (SCT Total) | $3,337,967 | $4,336,581 |
Performance Compensation
Annual Incentive Structure and Outcomes (2024)
| Metric | Threshold | Target | Maximum | Actual | Resulting Multiple (PIIP) | Resulting Multiple (AIP) | Weighting |
|---|---|---|---|---|---|---|---|
| FFO per Diluted Share ($) | 1.03 | 1.07 | 1.13 | 1.37 | 200.0% | 150.0% | 50% |
| CRE Same-Store NOI Growth (%) | 0.90% | 1.90% | 3.00% | 2.87% | 188.2% | 144.1% | 50% |
| Combined % of Target After Weighting | — | — | — | — | 194.1% | 147.0% | — |
- CEO Individual Goals (selected): Increase CRE portfolio NOI/FFO, oversee cost optimization, manage legacy land obligations, drive shareholder value; CEO’s Individual Goals rating was between threshold and target .
Long-Term Incentives (2024 grants)
| Item | Value / Shares | Notes |
|---|---|---|
| Target 2024 LTI Value ($) | $2,200,000 | 50% PSUs / 50% RSUs |
| Grant Date | Feb 1, 2024 | — |
| PSUs – Threshold (#) | 22,088 | — |
| PSUs – Target (#) | 63,109 | — |
| PSUs – Maximum (#) | 126,218 | — |
| RSUs – Granted (#) | 63,109 | Vest in thirds over 3 years |
| Grant-Date Fair Value ($) | $2,282,653 | — |
PSU Performance Design (concurrent 3-year period; cliff vest)
| Metric | Weighting | Threshold | Target | Maximum |
|---|---|---|---|---|
| TSR vs Selected Peer Group | 75% | 35th percentile | 50th percentile | 75th percentile |
| Net Debt / TTM Consolidated Adjusted EBITDA | 25% | 6.0x | 5.6x | 5.0x |
- Pay mix and governance: 81% of CEO target compensation is performance-based; A&B targets the 50th percentile of market pay and received >96% Say-on-Pay support in 2024 .
Equity Ownership & Alignment
| Ownership Detail | Amount |
|---|---|
| Beneficial Ownership (as of Feb 13, 2025) | 102,645 shares; 0.1% of outstanding |
| Unvested RSUs (shares) | 94,117; market value $1,669,636 at $17.74 close |
| Target PSUs (unearned shares) | 117,851; payout value $2,090,677 at $17.74 close |
| CEO Stock Ownership Guideline | 5x annual base salary |
| Compliance Status | Executives/directors in compliance or on track |
| Hedging/Speculative Transactions | Prohibited; no repricing of options without shareholder approval |
| Options Outstanding | None; no options granted since 2012 |
RSU Vesting Schedule (as of 12/31/24):
| Vest Date | Shares |
|---|---|
| 02/01/2025 | 5,487 |
| 02/01/2025 | 6,250 |
| 02/01/2026 | 6,250 |
| 07/31/2025 | 6,510 |
| 07/31/2026 | 6,511 |
| 02/01/2025 | 21,036 |
| 02/01/2026 | 21,036 |
| 02/01/2027 | 21,037 |
PSU Key Vesting Milestones (at target; performance/continued service required):
| Vest Date | Shares |
|---|---|
| 02/01/2025 | 16,461 |
| 02/01/2026 | 18,750 |
| 07/31/2026 | 19,531 |
| 02/01/2027 | 63,109 |
Deferred Compensation and Pension:
| Plan | 2024 Registrant Contributions ($) | 2024 Earnings ($) | Yr-End Balance ($) | Notes |
|---|---|---|---|---|
| 2024 Amended & Restated Deferred Compensation Plan (NQDC) | 70,969 | 22,472 | 277,204 | Eligible to defer; accounts fully vested; payout elections per 409A . |
| A&B Excess Benefits Plan (Pension) | — | — | PV of Accumulated Benefit: $60,595; 15.3 yrs credited | Plan frozen; lump-sum on separation; actuarial assumptions disclosed . |
Employment Terms
| Provision | Key Terms |
|---|---|
| Employment Agreement | None; all NEOs are at-will . |
| Severance Plan (non-CIC) | If involuntarily terminated without cause: 12 months base salary; continued insurance premiums/COBRA up to 12 months; outplacement; prorated PIIP/AIP at target, subject to release . |
| Change-in-Control Agreements | Double-trigger; severance equals 2x (base + target bonus), pro rata payment at target for in-flight awards, 2 years of benefits or cash equivalent, outplacement up to $10,000; best-net cutback to avoid excise tax; no tax gross-ups . |
| Clawback | Restated Oct 2023 per SEC/NYSE; recoup erroneously paid incentive comp to current/former Section 16 officers for restatements in prior 3 years; legacy clawback policy for pre-Oct 2023 awards remains . |
| Anti-Hedging | Hedging/speculative transactions prohibited . |
CEO Termination Scenarios (as of 12/31/2024):
| Scenario | Cash Severance ($) | Retirement Benefits ($) | Health & Welfare ($) | Outplacement ($) | LTI Acceleration ($) | Total ($) |
|---|---|---|---|---|---|---|
| CIC + Qualifying Termination | 1,817,295 (best-net reduced) | 24,069 | 56,484 | 10,000 | 3,689,351 | 5,597,199 |
| Termination Without Cause | 710,000 | 23,258 | 26,924 | 10,000 | — | 770,182 |
| Death | — | 23,258 | — | — | 2,495,557 | 2,518,815 |
| Disability | — | — | — | — | 2,495,557 | 2,495,557 |
| Retirement | — | Not yet eligible | — | — | 2,495,557 | 2,495,557 |
Board Governance
| Attribute | Detail |
|---|---|
| Board Service | Director since 2023; CEO and director . |
| Committee Roles | None; Parker not on Audit/Compensation/Nominating committees . |
| Independence | All directors other than CEO are independent; independent, non-executive Chairman (Eric Yeaman) and Lead Independent Director (Douglas Pasquale), providing independent oversight . |
| Meetings & Attendance | Board met 7 times in 2024; independent director executive sessions held; all directors attended at least 75%, five of six nominees attended 100% . |
| Director Compensation | CEO receives no compensation for Board service . |
| Say-on-Pay | >96% approval in 2024 . |
Performance & Track Record
| Metric | 2024 | 2023 |
|---|---|---|
| Diluted EPS available to A&B shareholders ($) | 0.83 (up 102.4% YoY) | 0.41 (implied) |
| FFO per diluted share ($) | 1.37 (up 25.7% YoY) | 1.09 (implied) |
| CRE Same-Store NOI Growth (%) | 2.87% | 4.3% |
| Occupancy (%) | 94.6% | — |
| Leasing Spreads (New/Renewal) (%) | 11.6% / 11.7% | — |
| Net Debt / Consolidated Adjusted EBITDA (x) | 3.6x | — |
| Liquidity ($mm) | $333.4 | — |
| TSR – Value of $100 Investment | $101.19 (A&B) vs $136.97 (Peer Group) | $104.80 (A&B) vs $117.03 (Peer Group) |
Compensation Committee Analysis
- Composition: Independent members—Chair Diana Laing, member Shelee Kimura, member Thomas A. Lewis Jr.; met 4 times in 2024 .
- Consultant: WTW retained; Committee determined no conflicts and independence per NYSE rules .
- Practices: Targets 50th percentile market pay; multiple metrics; capped payouts; multi-year vesting; clawbacks; anti-hedging; no option repricing without shareholder approval; annual pay risk assessment found no material adverse effects .
Equity Ownership & Trading Signals
- Upcoming vesting concentration: Multiple RSU cliffs and a large PSU vesting in Feb 2027 (63,109 shares) may create periodic supply overhang; near-dated RSU tranches in Feb/Jul 2025–2026 and PSU clips in 2025–2026 could align with potential Form 4 activity and window-open trading periods .
- Alignment: CEO guideline of 5x salary and significant unvested equity (RSUs 94,117; PSUs target 117,851) indicates strong long-term alignment; hedging prohibited; no options outstanding .
Employment Terms – Economics Summary
- CIC protection is conservative with best-net cutback (no gross-up) and double-trigger; Parker’s modeled CIC case totals $5.6 million with ~$3.7 million LTI acceleration, supporting retention during strategic events .
- Non-CIC severance is 12 months base plus benefits and prorated target bonus, balancing retention and shareholder-friendly cost control .
Investment Implications
- Pay-for-performance linkage is strong: CEO’s 81% performance-based target pay, PSU metrics tied to relative TSR and leverage, and 2024 incentive performance driven by FFO and same-store NOI outperformance; >96% Say-on-Pay signals shareholder support .
- Vesting calendar implies episodic selling pressure risk around Feb/Jul tranches and a sizable Feb 2027 PSU cliff; monitor Form 4s and blackout windows for trade timing .
- Governance mitigates dual-role risk via independent Chair/Lead Independent Director; CEO not independent—but board independence, clawbacks, anti-hedging, and no option repricing enhance investor protections .
- CIC/change-of-control terms are shareholder-minded (double trigger, best-net), reducing parachute tax inefficiencies and limiting payout inflation; severance is moderate and encourages focus on long-term value creation .