Jeanette A. Clarke
About Jeanette A. Clarke
Senior Vice President and Chief Capital Investments Officer at Apple Hospitality REIT (APLE). Appointed effective April 1, 2020; joined the Apple REIT Companies in 2008 after finance roles at Genworth Financial and Circuit City Stores, Inc. (2003–2008) . She holds an MBA from Virginia Commonwealth University and a BS, Magna Cum Laude, in Business Administration (Finance; minor in Economics) from Longwood University . Company performance context: 2024 revenue ~$1.4B, MFFO per share $1.61, net income per share $0.89; TSR outperformed MSCI US REIT Index by +20.1 ppts over 2022–2024, indicating strong shareholder return emphasis embedded in executive pay design .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Apple Hospitality REIT | SVP & Chief Capital Investments Officer | 2020–present | Leads strategic capital reinvestment initiatives; oversees energy efficiency and sustainability investment programs; develops capital investments team and external brand/manager/supplier relationships . |
| Apple Hospitality REIT | SVP, Capital Investments | 2019–2020 | Led capital investments function prior to elevation to CCIO . |
| Apple REIT Companies | Management and senior management roles | 2012–2019 | Advanced through leadership roles contributing to portfolio reinvestment and capital planning . |
| Apple REIT Companies | Joined the company | 2008–2012 | Early tenure building domain expertise prior to senior roles . |
| Genworth Financial | Senior Financial Analyst | Not disclosed | Financial analysis experience prior to joining Apple REIT Companies . |
| Circuit City Stores, Inc. | Various roles incl. Accounting Manager (Expense, Service and Advertising Payables) | 2003–2008 | Built operational finance and accounting capabilities . |
External Roles
| Organization | Role | Years |
|---|---|---|
| Marriott Capital Asset Planning and Execution (CAPE) Board | Member | Not disclosed . |
| Hilton Garden Inn Owners Advisory Council | Member | Not disclosed . |
| Virginia Commonwealth University Foundation Board of Trustees | Member; Investments Committee | Not disclosed . |
| Longwood University College of Business & Economics Advisory Board | Member; Chair, Strategic Planning Committee | Not disclosed . |
Fixed Compensation
- No individual base salary or bonus detail for Ms. Clarke is disclosed (she is not listed among Named Executive Officers in the Summary Compensation Table) .
- Company-wide executive pay design highlights: limited perquisites; 401(k) match up to $13,800 in 2024; no supplemental retirement plans; annual advisory say‑on‑pay support ~97% in 2024 .
- No employment contracts with executive officers (compensation is set via annual programs and plans) .
| Fixed element | Policy / amount | Notes |
|---|---|---|
| Perquisites | Limited; e.g., parking | Company emphasizes pay-for-performance; minimal perqs . |
| 401(k) match (2024) | Up to $13,800 | Subject to statutory limits and employee contributions . |
| Employment agreements | None for executive officers | Governance practice disclosed in proxy . |
Performance Compensation
Apple’s executive incentive design is heavily performance-based with clear weights and metrics; while Ms. Clarke’s individual payouts are not disclosed, she participates in the same executive incentive framework.
| Incentive component | Metric set and weights | Target/payout mechanics | Vesting |
|---|---|---|---|
| Shareholder return metrics (50% of total target incentive) | 75% on relative TSR vs a peer group; 25% on absolute TSR across 1-, 2-, and 3-year periods . | Target payout for relative TSR requires outperformance (≥55th percentile); annual plan approved by Compensation Committee . | 75% of total incentive is paid in common shares; of those, two‑thirds are unrestricted at grant and one‑third vests after ~1 year in December (e.g., 2024 awards: 1/3 vests Dec 2025; 2025 awards: 1/3 vests Dec 2026) . |
| Operating metrics (50% of total target incentive) | 75% of operating bucket equally weighted (18.75% each) across: Comparable Hotels RevPAR growth, Comparable Hotels Adjusted Hotel EBITDA margin, Adjusted EBITDAre, and MFFO/share; remaining 25% on balance sheet maturities and capital allocation . | Annual goals set by the Committee; performance drives cash+share payouts under the plan . | Same share vesting construct as above (two‑thirds unrestricted; one‑third vests the following December) . |
| Funding mix | ~25% cash / ~75% equity for target awards . | Awards determined annually; 2024 results averaged ~109.3% of target across metrics (NEO program reference) . | Shares issued under the Omnibus Plan(s) . |
Additional program structure and governance:
- 78% of executive target compensation is incentive‑based; 75% of target incentive in shares; strong TSR linkage and objective metrics prevalence vs peers per independent consultant FPC .
- No stock options granted; dividends on restricted awards paid only if awards vest .
Equity Ownership & Alignment
| Alignment lever | Detail |
|---|---|
| Ownership guidelines | CEO: 5x base salary; Other executive officers: 3x base salary; Directors: 4x base cash retainer. All current directors and executive officers have met the requirement or are within transition periods . |
| Hedging/margin policy | Prohibits hedging (options/derivatives/short sales) and holding securities in margin accounts . |
| Pledging | Prohibited above 50% of individually held company securities . |
| Group ownership context | Directors and executive officers as a group (15 persons) beneficially owned 16,913,949 shares (7.1% of class) based on 238,858,327 shares outstanding as of March 21, 2025 . |
Employment Terms
| Term | Key provisions |
|---|---|
| Clawback | 2023 Compensation Recovery Policy: mandatory recovery of erroneously awarded incentive compensation for the three years preceding a required restatement; applies to current and former executives . |
| Severance plan | Executive Change‑of‑Control Severance Plan (amended 2019; expanded 2020): upon termination without Cause or for Good Reason within one year after a Change in Control (double trigger), lump sum payment equal to 3.0x (annual base salary + annual bonus) plus pro‑rata bonus, accelerated vesting of equity, 12 months of COBRA premiums, 12 months welfare benefits and life insurance premiums, and up to $15,000 outplacement; subject to release . |
| No tax gross‑ups | No gross‑up payments on compensation or severance . |
| Equity plans | 2014 and 2024 Omnibus Incentive Plans authorize broad equity/bonus awards; vesting acceleration framework upon Change in Control if awards not assumed/continued; performance awards treated at actual (if >50% of period elapsed) or target . |
Investment Implications
- High pay-for-performance alignment: Heavy weighting to objective TSR and operating metrics, with 75% of target incentives in equity and explicit outperformance thresholds, aligns Ms. Clarke’s incentives with value creation and capital discipline .
- Vesting cadence and potential selling windows: One‑third of equity awards vests each December (e.g., Dec 2025/Dec 2026), creating identifiable calendar vesting dates to monitor for potential insider selling pressure signals, subject to insider trading policy windows .
- Strong governance mitigants: Robust ownership guidelines, anti‑hedging/margin policies, limited pledging (≤50% individually held), clawback adoption, no employment contracts or option grants, and high say‑on‑pay support (~97%) reduce misalignment risk and suggest stable governance support for the compensation model .
- Retention and CIC economics: Double‑trigger severance at 3x salary+bonus with equity acceleration under CIC (if not assumed) is market‑aligned and supports retention through potential strategic transactions; investors should model CIC cash outlays and equity acceleration when assessing event‑driven scenarios .
- Execution lens: Ms. Clarke’s remit over capital reinvestment and sustainability spend positions her as a lever on hotel ROI and margin trajectory; the operating metrics used in pay (RevPAR growth, Adjusted Hotel EBITDA margin, Adjusted EBITDAre, MFFO/share) directly tie her domain to incentive outcomes, reinforcing accountability for value‑accretive capex and balance sheet stewardship .