Scott R. Bohn
About Scott R. Bohn
Scott R. Bohn is Chief Development Officer and Head of Lab at Healthpeak Properties (NYSE: DOC), age 46, serving in this role since February 2024 after successive leadership roles in Life Science/Lab since 2019 and joining Healthpeak in 2012 . Company performance during 2024 included Normalized FFO per share of $1.81 and Net Debt/Adjusted EBITDAre of 5.2x, with total Merger-Combined Same-Store Cash (Adjusted) NOI growth of 5.4% and Lab segment same-store growth of 5.0% . The 2024 LTIP program added a Net Debt/Adjusted EBITDAre metric alongside relative TSR; 2024 performance-based awards were tracking above target as of year-end 2024 (not final) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Healthpeak Properties | Chief Development Officer and Head of Lab | Feb 2024–present | Leads Lab development and operations; drove >1M sq ft of new and renewal Lab leasing; Lab SS growth 5.0% in 2024 . |
| Healthpeak Properties | Chief Development Officer and Co-Head of Lab | Oct 2022–Feb 2024 | Co-led Lab segment strategy and integration; advanced development/redevelopment campuses . |
| Healthpeak Properties | EVP/SVP/VP Life Science | 2014–2022 | Progressively led Life Science investments, development, and portfolio management . |
| Terreno Realty Corporation | Development/Acquisition/Leasing | 2012 | Industrial real estate experience . |
| D’Aprile Properties | Real estate roles | 2009–2011 | Brokerage/operations experience . |
| AMB Property (now Prologis) | Roles in 2006–2009 | Industrial/logistics real estate experience . | |
| RREEF/Deutsche Bank | Real estate roles | 2003–2006 | Institutional real estate investment experience . |
| LaSalle Bank | Real estate roles | 2002–2003 | Credit/real estate foundations . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Not disclosed in proxy | — | — | The 2025 proxy does not list external board or non-profit roles for Bohn . |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 461,875 | 525,000 | 525,000 |
| All Other Compensation ($) | 12,200 | 13,200 | 21,721 (401k $13,800; Compt $250; Executive financial planning $7,671) |
Performance Compensation
2024 STIP Structure and Outcomes (Bohn)
| Component | Weight | Target Definition | Actual 2024 Result | Payout |
|---|---|---|---|---|
| Normalized FFO per share | 35% | Mid-point of initial public guidance | $1.81 | 183.3% |
| Run-rate synergies (merger/internalization) | 20% | Based on initial public guidance/outlook | $53.6M | 200% |
| Corporate Impact scorecard | 15% | Quant/qual KPIs across sustainability, human capital, governance | 19 of 20 points | 150% |
| Individual Performance | 30% | Committee assessment of role objectives and contributions | Lab leasing >1M sq ft new and >1M sq ft renewals; Lab SS growth 5.0% | 150% |
| Overall STIP payout (as % of target) | — | — | — | 171.7% |
| Total STIP Paid ($) | — | — | — | 858,275 |
2024 LTIP Structure and Bohn Awards
| Sub-Plan | Weight | Metric/Hurdle | Grant Detail | Vesting |
|---|---|---|---|---|
| Performance-Based | 60% | Relative TSR vs peer sets (40%); Net Debt/Adj EBITDAre (20%; Target 5.5x; High 5.0x) | 17,484 / 34,967 / 69,934 units at Threshold/Target/High; Grant date FV $601,436 | Cliff at end of 3-year period (2024–2026) + 1-year holding; CIC shortens period; continued vesting on certain terminations . |
| Retentive (Service-Based) | 40% | Annual Normalized FFO per share performance hurdle ($1.30) | 23,313 RSUs; Grant date FV $367,180 | Annual tranches over 3 years; 1-year holding; accelerated on qualifying retirement, death, disability, termination without cause or for good reason (conditions apply) . |
| Total Target LTIP Opportunity ($) | — | — | 1,000,000 | — |
Multi-Year Compensation (Total)
| Year | Salary ($) | Stock Awards ($) | Non-Equity Incentive ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|
| 2022 | 461,875 | 1,447,966 | 639,481 | 12,200 | 2,561,522 |
| 2023 | 525,000 | 882,148 | 720,000 | 13,200 | 2,140,348 |
| 2024 | 525,000 | 968,616 | 858,275 | 21,721 | 2,373,612 |
Equity Ownership & Alignment
- Beneficial ownership: 18,625 shares; additional 10,505 units/RSUs exchangeable within 60 days for beneficial ownership computation; <1% of outstanding .
- Outstanding 12/31/24 awards include: 23,313 unvested retentive RSUs (vesting in equal tranches on 2/16/2025, 2/16/2026, 2/16/2027) ; performance-based 69,934 units shown at tracking “high” for 2024 grants (final payout post-2026) .
- Additional unvested service-based awards from prior grants vest on 4/28/2025/26/27/28 and 10/26/2025/26/27/28 as applicable .
- Stock ownership guidelines: 6x base salary for NEOs; compliance tested annually; all NEOs subject to guidelines satisfied as of May 15, 2024 .
- Anti-hedging and anti-pledging policies prohibit hedging transactions and pledging/margin accounts for directors and officers .
- Clawback policy applies to incentive compensation upon restatement due to material noncompliance with financial reporting requirements (3-year lookback) .
Employment Terms
| Provision | Key Terms | Multiples/Amounts |
|---|---|---|
| Executive Severance Plan (No CIC) | Applies to termination without cause or for good reason; requires release and adherence to post-termination covenants . | Cash: 2x (base + greater of target bonus or average prior 3 years); COBRA cash: 2 years; prorated annual cash incentive based on actuals . Estimated 12/31/2024: Cash $3,033,929; Benefits $88,393; Equity acceleration $2,434,265; Total $5,556,587 . |
| CIC Severance Plan (Double Trigger) | If terminated without cause or for good reason within two years following a change in control; requires release; indefinite confidentiality; non-solicit and non-compete for severance payout duration; no tax gross-ups . | Cash: 2.5x (base + greater of target or average bonus); COBRA cash: 2.5 years; prorated bonus (greater of target or 3-year average); equity continues/accelerates per award terms . Estimated 12/31/2024: Cash $3,420,775; Benefits $110,491; Equity acceleration $1,144,464; Total $4,675,731 . |
| Change-in-control equity effect (no termination) | Performance-based awards vest based on shortened period upon CIC; retentive awards continue service vesting unless awards terminated/not assumed . | Performance-based accelerated value estimate for Bohn $1,289,800 (12/31/2024, $20.27/share) . |
Compensation Structure Analysis
- Cash vs equity mix remains heavily at-risk: 2024 STIP paid above target due to outperforming financial metrics and corporate impact initiatives; LTIP performance-based awards track on multi-year TSR and leverage with 1-year post-vesting holding, and service-based awards retain talent via 3-year vesting and FFO hurdle .
- No stock options for NEOs as of March 2025; company has not granted options since 2014, mitigating option repricing risk .
- Perquisites modest and shareholder-friendly (medical exams, financial planning, wellness stipends); no tax gross-ups on severance/CIC .
- Compensation governance: independent consultant (Ferguson Partners), pay-for-performance philosophy, majority independent Compensation Committee, 93% say‑on‑pay support for 2024 .
Say‑on‑Pay, Peer Group, and Shareholder Feedback
- Say‑on‑pay support: 93% for 2024; 5‑year average 92% .
- 2024 compensation peer group includes Alexandria, Ventas, Welltower, Healthcare Realty, BXP, Kimco, Equity Residential, Host, Omega, Realty Income, Regency, UDR, Medical Properties Trust; updated in 2025 to remove Medical Properties and add W.P. Carey .
- Committee does not peg pay to fixed percentile; peer data informs judgment; structure adjusted to emphasize objective hurdles and limit discretion .
Performance & Track Record
- 2024 Lab execution: >1M sq ft each of new leases and renewals; Lab same-store growth rate 5.0%, highlighting segment leadership under Bohn .
- Company-level 2024 metrics: Normalized FFO per share $1.81 (vs. $1.78 in 2023), Net Debt/Adjusted EBITDAre 5.2x, total Merger-Combined Same‑Store Cash (Adjusted) NOI growth 5.4% .
- LTIP 2022–2024 payout below target at 71% blended; 2024 LTIP tracking above target overall (not final) .
Equity Ownership & Vesting Schedules (Insider Selling Pressure)
| Award Type | Grant Date | Units/RSUs | Vesting Schedule | Notes |
|---|---|---|---|---|
| Retentive RSUs (2024 LTIP) | 02/16/2024 | 23,313 | 1/3 annually on 2/16/2025, 2/16/2026, 2/16/2027; 1-year post-vesting hold; FFO hurdle met . | Dividend equivalents in cash; accelerated on qualifying retirement, death, disability, termination without cause or for good reason (conditions apply) . |
| Performance-Based (2024 LTIP) | 02/16/2024 | 17,484 / 34,967 / 69,934 (Thresh/Target/High) | Cliff post 3-year period (ends 12/31/2026) + 1-year hold; CIC period shortens with vesting per shortened performance . | Tracking between target and high as of 12/31/2024 (company-level) . |
| Prior RSUs (Replacement Awards) | 04/28/2022 & 10/26/2022 | 17,524; 3,624 | Vests on 4/28/2025/26/27/28 and 10/26/2025 . | Converted to profits interest units in 2023 . |
- Upcoming vesting dates (Feb/Apr/Oct across 2025–2028) represent potential supply events; company prohibits hedging/pledging and enforces preclearance via Insider Trading Policy (filed as Exhibit 19.1 to 2024 10‑K) .
- Beneficial ownership is small (<1%), reducing alignment concerns from outsized holdings; stock ownership guidelines and 1‑year post‑vesting hold support alignment .
Employment Terms (Contracts, Covenants)
- Healthpeak does not use individual employment agreements for executive officers; standardized Executive Severance and CIC Severance plans apply in lieu of contracts .
- Covenants include indefinite confidentiality and post-termination non-solicit/non-compete (duration tied to severance payout period under CIC plan) .
Investment Implications
- Pay-for-performance alignment is strong: 70% of STIP is objective metrics and 60% of LTIP is performance-based with relative TSR and leverage, while service-based awards include an FFO hurdle and a 1-year post-vesting hold—reducing short-term gaming and encouraging durable execution .
- Retention risk appears contained: standardized 2x/2.5x severance multiples, accelerated vesting triggers on qualifying events, and multi-year vesting cadence plus holding periods support talent retention; absence of individual contracts adds flexibility but relies on plan-level protections .
- Insider selling pressure flags are modest: upcoming vesting dates are spread over multiple years; anti-hedging/anti-pledging policies and small beneficial ownership (<1%) mitigate concentrated sale risk; monitor Form 4s around February/April/October vest dates .
- Execution track record in Lab is a positive lever: >1M sq ft new and renewal leasing with 5.0% SS growth in 2024 under Bohn’s leadership, aligning with above-target STIP outcomes and supportive of LTIP TSR/leverage metrics through 2026 .