Adam G. Mabry
About Adam G. Mabry
Adam G. Mabry, age 40, is Chief Investment Officer of Healthpeak Properties, Inc. (NYSE: DOC) and has served in this role since October 2022; he previously was Senior Vice President – Investments (Feb 2018–Oct 2022) and Vice President – Corporate Transactions (June 2017–Jan 2018) . He is a Chartered Financial Analyst charterholder and earlier held Vice President roles at The Wolff Company (structured transactions across multifamily, senior housing, and affordable housing) and Barclays in real estate investment banking . Company performance metrics used for executive pay include Normalized FFO per share ($1.81 in 2024) and relative TSR; the 2024 STIP paid above target while the 2022–2024 LTIP paid below target, evidencing pay-for-performance discipline .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Healthpeak Properties, Inc. | Chief Investment Officer | Since Oct 2022 | Oversees investments and portfolio; integrated new Portfolio Management group and led $1.3B dispositions |
| Healthpeak Properties, Inc. | Senior Vice President – Investments | Feb 2018–Oct 2022 | Investment underwriting, execution, portfolio management |
| Healthpeak Properties, Inc. | Vice President – Corporate Transactions | Jun 2017–Jan 2018 | Structured transactions support |
| The Wolff Company | Vice President | Not disclosed | Executed structured transactions across multifamily, senior housing, affordable housing |
| Barclays | Vice President, Real Estate Investment Banking | Not disclosed | Real estate capital markets and advisory experience |
External Roles
No current public company board roles disclosed for Mr. Mabry .
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $469,500 | $500,000 | $500,000 |
| Stock Awards ($) | $1,330,150 | $793,913 | $871,751 |
| Non-Equity Incentive ($) | $172,157 | $742,500 | $858,275 |
| All Other Compensation ($) | $12,200 | $13,200 | $22,548 |
| Total Compensation ($) | $2,345,738 | $2,049,613 | $2,252,574 |
Perquisites added in 2024 include reimbursements for executive medical examinations and financial planning services; Mabry’s 2024 breakdown: 401(k) match $13,800, Get Fit $300, Compt $250, financial planning $8,198; total $22,548 .
Performance Compensation
2024 Short-Term Incentive Plan (STIP) — Structure and Outcomes
| Component | Weighting | Target | Actual | Payout |
|---|---|---|---|---|
| Normalized FFO per share | 35% | Midpoint of initial 2024 guidance | $1.81 | 183.3% |
| Run-Rate Synergies (merger/internalization) | 20% | Consistent with initial outlook | $53.6 million | 200% |
| Corporate Impact Scorecard | 15% | 20-point framework | 19 points | 150% |
| Individual Performance (Mabry) | 30% | Committee assessment | Led $1.3B dispositions; JV; portfolio mgmt integration | 150% |
| Overall STIP Payout (Mabry) | — | $500,000 target | — | 171.7%; paid $858,275 |
STIP design includes threshold (50%), target (100%), high (150%), and added Outperformance (200%) levels for financial metrics; no bonus below threshold .
2024 Long-Term Incentive Plan (LTIP) — Design
| Metric | Weighting | Hurdles | Payout Curve | Vesting/Holding |
|---|---|---|---|---|
| Relative TSR vs peer sets | 40% | Threshold: 25% below mean; Target: at mean; High: ≥25% above mean | 0% / 100% / 200% of target | 3-year performance period (2024–2026) with 1-year post-vesting hold |
| Net Debt to Adjusted EBITDAre | 20% | Threshold: 6.0x; Target: 5.5x; High: 5.0x | 0% / 100% / 200% of target | 3-year performance period (2024–2026) |
| Retentive Awards (service-based RSUs/PIUs with FFO hurdle) | 40% | Normalized FFO per share ≥ $1.30 (2024 achieved) | Time-based vesting | 3 equal annual tranches; 1-year post-vesting hold; early vesting on death/disability/qualifying retirement |
2024 Mabry LTIP target-level opportunity: $900,000 . 2022–2024 LTIP paid out at 71% blended overall based on components and indices; 2023 awards tracking below target and 2024 awards tracking above target as of 12/31/24 (final outcomes to be determined at period end) .
2024 Grants of Plan-Based Awards — Mabry
| Award Type | Grant Date | Shares/Units | Fair Value ($) |
|---|---|---|---|
| Retentive (time-based) | 02/16/2024 | 20,982 | $330,467 |
| Performance-Based (TSR/Leverage) | 02/16/2024 | Threshold 15,735; Target 31,470; Max 62,940 | $541,284 (Monte Carlo) |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 3,729 shares; plus 14,480 units convertible into common stock within 60 days; less than 1% of shares outstanding |
| Outstanding Unvested Awards (12/31/24) | 2024 Retentive: 20,982 units, scheduled over Feb 16, 2025–2027 ; 2024 Performance-Based: tracking between target and high, disclosure shows 62,940 at high for illustration ; 2023 Retentive: 9,214 vest 2/15/2026 ; 2023 Performance-Based: 20,730 at target tracking, vest after 12/31/2025 upon certification ; 2022 Retentive Replacement: 3,420 vested 2/10/2025; 26,088 vest 10/26/2025–2028 |
| Market Value of Unvested Awards (12/31/24) | Performance-based: $1,275,794 (62,940 × $20.27); Retentive: $425,305 (20,982 × $20.27) |
| Vested in 2024 | 21,002 shares/units vested; value realized $412,107; no stock options exercised |
| Stock Options | None outstanding as of March 2025; no repricing or buyouts |
| Anti-Hedging / Anti-Pledging | Hedging and pledging of company stock prohibited for directors, officers, employees |
| Ownership Guidelines | CEO: 10× salary; other NEOs: 6×; non-NEO execs: 3×; compliance tested annually; all NEOs subject were in compliance as of May 15, 2024 |
Employment Terms
| Provision | Severance Plan (No CIC) | Change-in-Control (CIC) Plan |
|---|---|---|
| Cash Severance Multiple | 2× salary + greater of target bonus or 3-year average bonus for Mabry | 2.5× salary + greater of target bonus or 3-year average bonus for Mabry |
| Healthcare (COBRA) Cash in Lieu | 2 years for Mabry | 2.5 years for Mabry |
| Annual Incentive for Year of Termination | Prorated based on actual performance; individual portion at Committee discretion | Prorated based on greater of target or 3-year average |
| Equity Treatment (Service-Based) | Continues vesting for 24 months; remaining unvested portion then fully vests | Continues vesting per terms; Retentive awards accelerate if terminated without cause/for good reason on/after CIC or if awards not assumed |
| Equity Treatment (Performance-Based) | Continues per performance terms; payout based on actual performance | Performance period shortened at CIC; vest based on shortened period, with acceleration at CIC; employment termination triggers CIC plan severance |
| Restrictive Covenants | Non-compete and non-solicit during severance payout period; indefinite confidentiality | |
| Tax Gross-Ups | None under severance or CIC plans | |
| Estimated Severance Values (12/31/24) | Mabry: Cash severance $2,992,534; health benefits $46,991; equity acceleration $2,341,753; total $5,381,278 | |
| Estimated CIC + Termination Values (12/31/24) | Mabry: Cash severance $3,358,275; health benefits $62,655; equity acceleration $1,283,659; total $4,704,589 |
Clawback policy allows recovery of incentive compensation awarded within three years prior to a required restatement due to material noncompliance with financial reporting requirements . Company insider trading policy includes pre-clearance and is filed as Exhibit 19.1 to the 2024 Form 10-K .
Performance & Track Record
- 2024 individual performance scorecard for Mabry highlights: integrated new Portfolio Management group with Investments, supporting property management internalization in 14 markets; led Callan Ridge JV; closed $1.3B of dispositions; improved tenant credit monitoring; 150% individual STIP payout .
- Company delivered merger-combined same-store cash (Adjusted) NOI growth of 5.4%, net income $0.36/share, Nareit FFO $1.61/share, FFO as Adjusted $1.81/share, AFFO $1.60/share; completed PROP internalization and $1.3B dispositions and 8+ million square feet of lease executions .
Compensation Committee Analysis
- Independent consultant: Ferguson Partners Consulting advises on pay levels, mix, peer practices; Committee assessed independence and found no conflicts .
- Peer group used (2024): Alexandria, AvalonBay, BXP, Equity Residential, Healthcare Realty, Host Hotels, Kimco, Medical Properties Trust, Omega Healthcare, Realty Income, Regency Centers, UDR, Ventas, Welltower; replaced Vornado with Healthcare Realty; for 2025 removed Medical Properties Trust and added W.P. Carey .
- Committee does not benchmark to a fixed percentile; uses judgment informed by data and objective performance against pre-set goals .
- Say-on-pay support: 93% for 2024 compensation; 5-year average 92% .
Compensation Structure Analysis
- Shift to RSUs/profits interest units with rigorous at-risk metrics; no stock options outstanding as of March 2025; no repricing or buyouts; 1-year post-vesting holding for LTIP aligns with long-term ownership and reduces immediate selling pressure .
- 2024 STIP added Outperformance tier (200%) for financial metrics; replaced Net Debt/EBITDAre with Run-Rate Synergies to reflect merger execution; 2025 STIP re-weighted Normalized FFO to 55% and re-introduced Net Debt/EBITDAre at 15% .
Risk Indicators & Red Flags
- Anti-hedging and anti-pledging policies for all directors, officers, employees reduce misalignment risk; robust stock ownership guidelines and clawback policy mitigate risk-taking and enhance accountability .
- No tax gross-ups on severance or change-in-control; severance provided via standardized plans, not individual employment agreements .
- 2022–2024 LTIP paying below target (71%) underscores payout sensitivity to TSR underperformance; 2023 awards tracking below target; monitoring needed for 2024–2026 performance trajectory .
Equity Ownership & Alignment (Detail Table)
| Category | Detail |
|---|---|
| Beneficial Shares (Common) | 3,729 |
| RSUs/Profits Interest Units Convertible ≤60 Days | 14,480 |
| Ownership % of Class | Less than 1% |
| Policy on Pledging/Hedging | Prohibited |
| Stock Ownership Guideline | 6× base salary for NEOs; compliant as of May 15, 2024 |
Investment Implications
- Strong alignment features: at-risk pay tied to Normalized FFO, relative TSR, and leverage; 1-year post-vesting hold reduces near-term sell pressure; anti-hedging/pledging policies and 6× salary ownership guideline support long-term alignment .
- Retention risk appears managed via 3-year vesting and severance/CIC frameworks; standardized multiples (2×/2.5×) and continued performance-based vesting limit windfalls while providing protection in change events .
- Near-term trading signals: 2024 STIP overachievement (FFO and synergy outperformance) and 2024 LTIP tracking above target suggest execution tailwinds; monitor TSR and leverage vs hurdles through 2026 for potential above-target LTIP payouts that could drive incremental share delivery and potential post-hold selling windows .
- Ownership is modest (<1%), but guideline compliance and ongoing vesting schedules imply growing exposure; watch annual vesting dates (e.g., Feb 16 each year for 2024 grants) and 1-year holding expirations for potential liquidity events .