Brent Wood
About Brent Wood
Brent W. Wood, age 55, is Executive Vice President, Chief Financial Officer and Treasurer of EastGroup Properties (EGP), serving as EVP since May 2017 and CFO/Treasurer since August 2017, with prior roles at EGP dating back to 1996 in finance and asset management . Under Wood’s financial leadership, EGP’s 2024 Annual Incentive Plan (AIP) corporate metrics delivered a weighted average result of 133% of target, with specific outcomes of 140% for FFO per diluted share, 150% for Debt-to-EBITDAre, and 150% for Fixed Charge Coverage (same PNOI 60%) . Wood’s 2024 individual goals included maintaining a Debt-to-EBITDAre ratio of 3.2x, renewing the $675M unsecured facilities, issuing $724M of equity via the ATM, meeting SEC filing deadlines, and managing dividends ($5.34/share in 2024) . EGP’s TSR in 2023 was 27.6%, outpacing the S&P 500 Total Return (26.3%) and the Nareit Equity REIT Total Return (13.7%) ; in mid‑2025 commentary, Wood noted net debt to EBITDA was “sub three” and discussed revolver usage at ~5.2% SOFR‑linked cost .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| EastGroup Properties | Executive Vice President | 2017–present | Senior finance leadership culminating in CFO oversight; led capital access, debt covenant compliance, and dividend management . |
| EastGroup Properties | Chief Financial Officer & Treasurer | 2017–present | Maintained strong balance sheet (Debt-to-EBITDAre 3.2x in 2024), renewed credit facilities, executed $724M equity issuance, ensured timely SEC reporting . |
| EastGroup Properties | Senior Vice President | 2003–2017 | Regional and corporate financial leadership prior to CFO promotion . |
| EastGroup Properties | Vice President | 2000–2003 | Finance and asset management responsibilities supporting growth . |
| EastGroup Properties | Senior Asset Manager | 1997–1999 | Portfolio performance and operations . |
| EastGroup Properties | Assistant Controller | 1996–1997 | Corporate accounting foundation . |
External Roles
No external public company directorships or roles for Wood are disclosed in the latest proxy statements .
Fixed Compensation
| Year | Base Salary ($) | Target AIP Cash (% of Salary) | Target AIP Cash ($) | Target AIP Equity (% of Salary) | Target AIP Equity ($) | Target AIP Equity (# Shares) |
|---|---|---|---|---|---|---|
| 2024 | 525,000 | 100% | 525,000 | 100% | 525,000 | 2,860 |
| 2023 | 505,000 | 100% | 505,000 | 100% | 505,000 | 3,411 |
| 2022 | 485,000 | — | — | — | — | — |
Notes:
- AIP is paid 50% cash and 50% equity; equity vests 34% at certification and 33% on each of the next two January 1 dates .
- 2023 base salary increased 4.1% vs 2022 .
Performance Compensation
2024 Annual Incentive Plan (AIP) – CFO Outcomes and Vesting
| Metric | Weighting | Target | Actual vs Target | Payout Impact | Vesting Terms |
|---|---|---|---|---|---|
| FFO per diluted share | Corporate component (AIP) | Not disclosed | 140% | Contributed to 133% weighted average corporate result | Equity from AIP vests 34% at certification; 33% on 1/1/2026 and 33% on 1/1/2027 |
| Same PNOI (cash basis, excl. terminations) | Corporate component (AIP) | Not disclosed | 60% | Contributed to corporate average | See above |
| Debt-to-EBITDAre | Corporate component (AIP) | Not disclosed | 150% | Contributed to corporate average | See above |
| Fixed Charge Coverage | Corporate component (AIP) | Not disclosed | 150% | Contributed to corporate average | See above |
| Individual objectives (CFO) | 20–30% of AIP (NEOs vary) | Not disclosed | Met/above target (CFO details below) | 129% of target for individual goals → total 132% of target award | See above |
AIP Payouts (CFO):
- Annual Incentive Cash Earned: $693,000 .
- Annual Incentive Equity Earned: 3,776 shares .
- Final Award: 132% of target for CFO (133% corporate, 129% individual) .
CFO 2024 Individual Objectives Achieved include: Debt-to-EBITDAre 3.2x; $724.0M ATM issuance; renewal of $675M unsecured credit facilities; timely SEC filings; dividend management ($5.34/share; +6.0% annual increase); covenant/REIT compliance; cybersecurity effectiveness; ESG disclosures .
2024 Three‑Year LTIP Structure (Granted Feb 26, 2024)
| Component | Weighting | Target RSUs (#) | Performance Basis | Vesting |
|---|---|---|---|---|
| Performance‑based LTIP (CFO) | 70% | 3,337 | 50% TSR vs Nareit Equity Index; 50% TSR vs Nareit Industrial Index | 75% at end of 3‑yr period; 25% on next Jan 1, subject to continued service |
| Service‑based LTIP (CFO) | 30% | 1,430 | Service‑time vesting | 25% per year over four years |
| Total LTIP Target (CFO) | — | 4,767 | — | See above |
Grant Date Fair Values and Plan‑Based Awards (2024):
- AIP Equity potential (corporate goals): Target 2,288 RSUs (threshold 1,144; max 3,432); grant date FV $409,941 .
- LTIP performance RSUs: Target 3,337 (threshold 1,669; max 6,674); FV $753,094 .
- LTIP service shares: 1,430; FV $256,213 .
- 2023 AIP individual performance shares granted Feb 14, 2024: 954 shares; FV $175,021 .
Historical AIP Payouts:
- 2022 AIP Total Award: 142% of target; Cash $688,700; Equity 3,023 shares .
Equity Ownership & Alignment
Beneficial Ownership
| As of Date | Shares Beneficially Owned (CFO) | % of Outstanding |
|---|---|---|
| Mar 31, 2025 | 114,591 | <1.0% (outstanding 52,265,432) |
| Mar 31, 2024 | 112,596 | <1.0% (outstanding 48,010,613) |
| Mar 31, 2023 | 108,166 | <1.0% (outstanding 44,243,714) |
Ownership Policies:
- Stock ownership guidelines: Executive Vice Presidents must hold Company stock equal to 3x annual base salary; all directors and executive officers with ≥5 years in role are in compliance .
- Hedging and pledging prohibited for directors/officers; no margin accounts .
- Clawback: Compensation Recovery Policy adopted Aug 2023 compliant with SEC/NYSE; recovery of erroneously awarded incentive compensation in the prior three fiscal years; up to 100% if misconduct contributed to restatement .
Section 16 Note: A Form 4 reporting a gift of 300 shares by Wood was filed on July 13, 2023 (after the transaction), as disclosed under Delinquent Section 16(a) Reports .
Outstanding and Unearned Equity Awards (Dec 31, 2024)
| Category | Shares/Units (#) | Market Value ($) |
|---|---|---|
| Non‑vested stock awards (service‑based and AIP) | 355 | 56,974 |
| 2021 LTIP remaining service/performance tranches | 1,658 | 266,092 |
| 2022 AIP remaining tranches | 997 | 160,009 |
| 2022 LTIP remaining service tranches | 510 | 81,850 |
| 2023 AIP remaining tranches | 3,331 | 534,592 |
| 2023 LTIP service tranches | 1,245 | 199,810 |
| 2024 LTIP service‑based shares | 1,430 | 229,501 |
| 2022 LTIP performance‑based RSUs earned (target) in Feb 2025 | 2,381 | 382,127 |
| 2023 LTIP performance‑based RSUs (target, performance period 2023–2025) | 3,877 | 622,220 |
| 2024 LTIP performance‑based RSUs (target, performance period 2024–2026) | 3,337 | 535,555 |
| 2024 AIP corporate RSUs earned (80% of max) determined Feb 2025 | 3,432 | 550,802 |
Additional Vesting Mechanics:
- AIP equity vests 34% at certification then 33% on each of the next two January 1 dates; dividends on AIP awards accrue from Jan 1 of the performance year and are paid upon vesting .
- LTIP service‑based portion vests 25% annually over four years; performance‑based portion vests 75% at the end of the three‑year period and 25% the following Jan 1, contingent on continued employment .
- None of the Named Executive Officers hold stock options .
Employment Terms
Protection Period and Severance Multiples
| Executive Tier | Protection Period | Termination without Cause (no CIC) | CIC + Qualifying Termination | Death |
|---|---|---|---|---|
| CEO, CFO, Executive VPs | 24 months | 2× average annual comp | 3× average annual comp | 1× average annual comp |
Notes:
- Cash severance is paid lump‑sum; waiver/release required for non‑CIC severance; base salary continues for first 90 days in disability .
- Benefits: Life and health coverage for 24 months for CEO/CFO/EVPs upon CIC qualifying termination .
Potential Payments (as of Dec 31, 2024)
| Scenario | Cash Severance ($) | Healthcare/Insurance ($) | Equity Acceleration ($) | Total ($) |
|---|---|---|---|---|
| Termination without Cause (no CIC) – CFO | 2,373,426 | — | 1,644,251 | 4,017,677 |
| Change in Control (awards assumed; no termination) – CFO | — | — | 3,657,540 | 3,657,540 |
| CIC + Qualifying Termination – CFO | 3,560,139 | 60,000 | 3,067,802 | 7,277,679 |
| Death – CFO | 1,186,713 | — | 3,067,802 | 4,254,515 |
| Disability – CFO | 131,250 (90 days salary) | — | 3,067,802 | 3,199,052 |
Equity Acceleration Terms:
- Death/Disability: Full acceleration of service‑based awards; pro‑rated acceleration of in‑period performance awards at target .
- CIC mechanics: If equity awards are not assumed/continued by a successor, service‑based awards fully vest and performance awards vest at target (historical plan disclosure) ; company highlights “no single‑trigger provisions” among compensation best practices (contextual policy statement) .
Governance and Risk:
- Clawback policy adopted Aug 2023 per SEC/NYSE requirements .
- Hedging and pledging prohibited .
- Annual compensation risk assessment with independent consultant FPC; Committee deemed plans not materially risky in 2024 .
Investment Implications
- Alignment: High proportion of at‑risk pay with explicit REIT KPIs (FFO/share, Same PNOI, leverage and coverage ratios) plus TSR‑based LTIP fosters strong pay‑for‑performance alignment; 2024 outcomes delivered 132% of target for CFO and robust corporate performance metrics .
- Retention: Significant unvested equity across AIP and LTIP, multi‑year vesting cadence, 24‑month protection period, and 2×/3× cash severance multiples reduce near‑term departure risk and incentivize continuity through multi‑year performance cycles .
- Selling pressure: Regular vesting from AIP and LTIP creates predictable equity supply; absence of options and prohibition on hedging/pledging reduce adverse technicals; dividends accrue only upon vesting which can improve holding incentives .
- Execution track record: Wood’s 2024 achievements (3.2x Debt-to-EBITDAre, ATM equity issuance, facility renewal, timely filings, dividend growth) and commentary on flexible funding via revolver (~5.2% SOFR‑linked) support disciplined capital structure management and liquidity for development and acquisitions, strengthening fundamentals amid rate volatility .
- Risk flags: No options, no pledging, robust clawback and ownership guidelines; equity acceleration features are standard for death/disability and CIC situations, and change‑in‑control economics are moderate relative to EGP’s scale .