Sara Vogt-Lowell
About Sara Vogt-Lowell
Sara Vogt-Lowell is AMH’s Chief Administrative Officer and Chief Legal Officer (promoted effective January 1, 2025), after serving as Chief Legal Officer since 2012; she is 49, holds a B.A. from UCLA and a J.D. from UC Berkeley, and is a member of the California State Bar . Her elevated role adds oversight of communications, corporate services, government affairs, and sustainability, alongside legal and HR, signaling expanded enterprise scope and influence . Company-level pay-versus-performance context shows Core FFO/share rose from $1.16 (2020) to $1.66 (2023), while TSR value of $100 increased to $146 (2023), indicating sustained performance in metrics used for executive compensation design .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| AMH | Chief Administrative Officer & Chief Legal Officer | 2025–present | Expanded responsibility across communications, corporate services, government affairs, sustainability, legal, HR |
| AMH | Chief Legal Officer | 2012–2024 | Led legal function through growth and design of comp/ownership policies and equity plans |
| American Homes 4 Rent Advisor, LLC (former manager) | Chief Legal Officer | — | Legal leadership during pre-internalization period |
| Public Storage Canada; American Commercial Equities | General Counsel | — | Real estate legal leadership across portfolios |
| Latham & Watkins LLP | Associate, Finance Department | — | Structured finance and transactions experience |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| California State Bar | Member | — | Active legal credential |
Fixed Compensation
| Metric | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|
| Base Salary ($) | $285,000 | $350,000 | $425,000 | — | $500,000 | Base increased 5% YoY (exact $ not disclosed) | $550,000 |
| Target Bonus (% of Salary) | — | — | — | — | 125% | Unchanged from 2023 for Ms. Vogt-Lowell | 150% |
| Actual Annual Cash Incentive Paid ($) | — | — | — | $516,266 | — | $702,188 | — |
Performance Compensation
Annual Cash Incentive Structure and Outcomes
| Year | Metric | Weighting | Target | Actual | Payout | Vesting/Payment |
|---|---|---|---|---|---|---|
| 2024 | Core Funds From Operations (Core FFO) | 70% | Committee-set Core FFO plan | 110.0% achievement | Contributes to 107.0% aggregate payout | Annual cash award |
| 2024 | Individual Leadership Goals (strategy, sustainability, team development, personal development) | 30% | Role-tailored goals | 100.0% achievement | Contributes to 107.0% aggregate payout | Annual cash award |
| 2024 | Aggregate | — | — | — | 107.0% payout; $702,188 paid | Cash paid in 2025 cycle |
| 2022 | Core FFO | 70% | Committee-set Core FFO plan | 83.5% achievement | Contributes to 87.0% aggregate payout | Annual cash award |
| 2022 | Individual Goals (leadership incl. strategy, succession, ESG, D&I) | 30% | Role-tailored goals | 95.0% achievement | Contributes to 87.0% aggregate payout | Annual cash award |
| 2022 | Aggregate | — | — | — | 87.0% payout; $516,266 paid | Cash paid |
Long-Term Equity Incentives (Design and Grants)
| Year | RSUs (#) | PSUs (#) | Mix | Performance Metrics | Payout Curve | Vesting |
|---|---|---|---|---|---|---|
| 2025 | Target RSU value $550,000 | Target PSU value $825,000 | 40% RSUs / 60% PSUs | PSUs: 50% relative TSR, 50% Core FFO growth over 3 years | 50% threshold; 200% max | RSUs vest ratably over 3 years |
| 2023 | 11,605 | 17,407 | 40% RSUs / 60% PSUs | PSUs: 50% relative TSR, 50% Core FFO growth over 3 years | 50% threshold; 200% max | RSUs vest ratably over 3 years |
| 2022 | 9,746 | 14,620 | 40% RSUs / 60% PSUs | PSUs: 50% relative TSR, 50% absolute Core FFO/share growth over 3 years | 50% threshold; 200% max | RSUs vest ratably over 3 years |
| 2021 | 13,968 | 9,312 | 60% time-based RSUs and 40% performance RSUs for non-CEO | Performance RSUs: relative TSR and absolute Core FFO goals | 50% threshold; 200% max | RSUs vest ratably over 3 years |
| 2020 | 20,586 | — | RSUs only | — | — | RSUs vest ratably over 3 years |
Outstanding Unvested Equity (as of year-end)
| As of | Unvested RSUs (#) | Unvested PSUs (#) | Notes |
|---|---|---|---|
| Dec 31, 2024 | 3,249; 7,737; 11,645 by grant date | 29,240; 34,814; 26,201 by grant date | Market values shown using $37.42/share for RSUs and PSUs-at-target |
| Dec 31, 2023 | 4,656; 6,498; 11,605 by grant date | 18,624; 29,240; 34,814 by grant date | Market values shown using $35.96/share for RSUs and PSUs-at-probable outcome |
Equity Vesting and Realization
| Year | RSUs Vested (#) | Value Realized on Vesting ($) | Options Exercised (#) | Value Realized on Exercise ($) |
|---|---|---|---|---|
| 2024 | 28,661 | $994,472 | — | — |
| 2023 | 20,766 | $704,221 | — | — |
| 2022 | 22,518 | $863,678 | — | — |
Equity Ownership & Alignment
| Date (as of) | Beneficially Owned Shares (#) | % of Shares Outstanding | Options (Exercisable) (#) | Pledging/Hedging | Ownership Guidelines Compliance |
|---|---|---|---|---|---|
| Mar 1, 2021 | 66,512 | <1% | 40,000 | No pledges disclosed for Vogt-Lowell; anti-hedging policy in place | Guidelines strengthened in 2021; 3x salary for execs |
| Mar 1, 2022 | 81,916 | <1% | 42,500 | No pledges disclosed for Vogt-Lowell | All NEOs compliant with 3x salary requirement |
| Mar 1, 2023 | 95,284 | <1% | 42,500 | No pledges disclosed for Vogt-Lowell; CEO pledge grandfathered only | All NEOs compliant |
| Mar 1, 2024 | 100,443 | <1% | 42,500 | No pledges disclosed for Vogt-Lowell; company prohibits new pledges | All NEOs compliant |
| Mar 3, 2025 | 118,990 | <1% | 42,500 | No pledges disclosed for Vogt-Lowell; policy prohibits pledging counting toward ownership | All NEOs compliant |
Stock ownership policy requires CEO 6x salary and other executives 3x prior-year salary; pledged shares and PSUs don’t count, and non-compliant executives must retain 100% of awarded shares until in compliance; all NEOs are in compliance and the Human Capital & Compensation Committee administers the policy .
Employment Terms
- Severance and Change-of-Control: Letter Agreements (Feb 2022) provide lump-sum severance of 100% of annual base salary plus target bonus and up to 12 months COBRA upon termination without cause or resignation for good reason; enhanced to 200% and up to 24 months COBRA if within two years of a change-in-control; CEO has higher multiples; agreements include 1-year non-compete for NEOs employed outside California and 1-year non-solicit; not employment guarantees .
- Estimated Payments (as of Dec 31, 2024): For Vogt-Lowell, cash incentive component is $1,181,250 for qualifying termination, and $2,362,500 for CIC plus termination; COBRA valued at $24,500 and $49,100 respectively; RSU and PSU acceleration values depend on share price ($37.42) and target PSUs .
- Equity Plan Change-of-Control: If awards are continued/assumed, vesting accelerates on termination without cause within two years; if not continued/assumed, RSUs and options fully vest and PSUs vest at target or based on actual performance depending on period elapsed .
- Retirement Policy: Qualifying retirements allow continued vesting of unvested RSUs/PSUs/options, subject to age/service and non-compete/non-solicit .
- Clawback: Mandatory recovery of excess incentive comp upon restatement per SEC/NYSE rules covering the prior three fiscal years; policy filed with 10-K .
- Insider Trading Policy: Anti-hedging prohibitions; pledging discouraged/prohibited in later policies, and pledged securities don’t count toward ownership thresholds; CEO pledge grandfathered .
Investment Implications
- Alignment and Pay-for-Performance: High equity mix with 60% PSUs tied to relative TSR and Core FFO growth, and annual cash tied 70% to Core FFO and 30% leadership, indicates strong linkage to shareholder value drivers; 2024 payout at 107% reflects above-target Core FFO and full leadership goal attainment .
- Retention Risk: Robust severance protections (double-trigger CIC at 200% of salary+bonus), retirement-friendly continued vesting, and elevated role breadth mitigate near-term departure risk; non-compete/solicit terms add protection outside California .
- Insider Selling Pressure: Vogt-Lowell did not exercise options in 2023–2024 and RSU vesting is steady; unvested RSUs/PSUs are diversified across 2022–2024 grants, suggesting predictable vesting cadence without near-term option exercise pressure .
- Governance Quality: Strong ownership guidelines compliance, anti-hedging, and clawback policies, plus consistently high say-on-pay approvals (96.9%–97% in 2023–2024; 94.3% in 2022), reduce compensation governance red flags .
Net: Compensation design emphasizes TSR and Core FFO growth with meaningful at-risk pay and strict ownership/clawback disciplines; promotion to CAO/CLO enhances influence across strategic functions, supporting alignment and execution continuity .