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Patrick Waite

President and Chief Operating Officer at EQUITY LIFESTYLE PROPERTIES
Executive

About Patrick Waite

Patrick Waite, 58, is Executive Vice President and Chief Operating Officer of Equity LifeStyle Properties (ELS). He has served as COO since January 2015, after leading Property Operations (2014–2015) and Operations (2013–2014); earlier in his career he was ELS Director of Acquisitions (1993–1997) and held senior roles across manufactured housing operators and affiliates . ELS’s performance under the current executive team includes 2024 diluted net income per share of $1.96 (+16% YoY), FFO per share of $3.03 (+9.5% YoY), Normalized FFO per share of $2.91 (+5.9% YoY), and 5-year FFO per share CAGR of 7.5% with 5-year dividend growth of 56%—demonstrating cash flow and dividend compounding amid operational expansion .

Past Roles

OrganizationRoleYearsStrategic Impact
Equity LifeStyle Properties (ELS)Executive Vice President & COOJan 2015–PresentOversees property operations across MH/RV communities and marinas, driving NOI and occupancy initiatives .
Equity LifeStyle Properties (ELS)EVP – Property OperationsJan 2014–Jan 2015Led day-to-day operations and operational KPIs ahead of transition to COO .
Equity LifeStyle Properties (ELS)SVP of OperationsFeb 2013–Jan 2014Operational leadership and optimization for MH/RV portfolio .
Equity LifeStyle Properties (ELS)Director of Acquisitions1993–1997Led portfolio growth via acquisitions, foundational experience in MH communities .

External Roles

OrganizationRoleYearsStrategic Impact
American Residential CommunitiesSenior Vice President, Asset ManagementJan 2010–Jan 2013Asset management for large private MH operator focused on cash flow optimization .
Riverside Communities (Helix Funds affiliate)Vice PresidentAug 2004–Jan 2010Operated MH communities; portfolio operations and value creation .
Continental CommunitiesCo-founder; led acquisition program1997–2001Built MH community platform via disciplined acquisitions .

Fixed Compensation

MetricFY 2022FY 2023FY 2024
Base Salary ($)$406,490 $422,686 $453,523
Target Bonus (% of Salary)220% 220% 220%
Actual Cash Bonus Paid ($)$810,616 $916,859 $925,159
Forward-LookingFY 2025
Approved Base Salary ($)$453,595 (effective Apr 1, 2025)
2025 Bonus Potential220% of annual salary; 70% tied to operational targets, 30% discretionary; plus up to $879,458 pool for stretch goals shared across NEOs .

Performance Compensation

MetricWeighting (Waite)TargetOutcomePayout Reference
Core MH Revenues14% +6.0% YoY core MH revenues (2024 vs 2023) Met Total paid across NEOs ≈ $678,296
Core RV Revenues14% +7.0% annual core RV; +2.0% seasonal/transient (2024 vs 2023) Partially met Total paid across NEOs ≈ $381,540
Site & Member Optimization14% Dues revenue; paid member sales units; dealer activations; expansion sites Partially met Total paid across NEOs ≈ $551,116
Core NOI & Expense Control14% Core NOI (ex-PM) +5.6% YoY; core expense growth <28.1% of core revenues Met Total paid across NEOs ≈ $678,296
Rentals/Working Capital14% Reduce working capital; increase homeowner occupancy; reduce rental expenses; manage chattel financing 3 of 4 met; rental expense not met Total paid across NEOs ≈ $508,722
Discretionary/Strategic Initiatives30% Revenue management, sales, expense discipline, maintenance, development, technology, sustainability, employee relations 100% of discretionary portion for all NEOs Total paid across NEOs ≈ $1.5 million
Stretch Goals (FFO, Core MH, Core RV)Add-on pool Normalized FFO; core MH; core RV stretch thresholds FFO met; MH & RV not met Pool payout across NEOs $300,000 (52.5% of $571,318 potential)

Note: Waite’s total non-equity incentive paid for 2024 was $925,159, reflecting the aggregate outcomes above .

Equity Ownership & Alignment

SnapshotDec 31, 2024Feb 14, 2025
Shares Beneficially Owned235,879
Ownership % of Shares Outstanding0.12% (235,879 ÷ 191,142,869)
Ownership vs Guideline35x base salary (guideline 3x for NEOs; Waite exceeds)
Hedging/PledgingProhibited for directors and officers; trades subject to blackout/pre-clearance; 10b5-1 allowed if pre-approved

Unvested Restricted Stock (as of Dec 31, 2024)

Award YearTime-Based Unvested (#)Performance-Based Unvested (#)Market Value Basis ($66.60)
2022 Awards3,152 3,152 $209,923 time; $209,923 perf
2023 Awards6,606 6,607 $439,960 time; $440,026 perf
2024 Awards10,716 10,717 $713,686 time; $713,752 perf

Vesting Schedules and Grant History

GrantTotal SharesTime-BasedPerformance-BasedVesting Details
2021 Award (Grant FV $63.78)22,532 11,266 11,266 Time: Jan 31, 2022; Jan 27, 2023; Jan 26, 2024 . Perf: Jan 31, 2022; Jan 31, 2023; Jan 30, 2024 (criteria met) .
2022 Award (Grant FV $76.00)18,909 9,454 9,455 Time: Jan 27, 2023; Jan 26, 2024; Jan 31, 2025 . Perf: vested Jan 31, 2023; Jan 30, 2024; Jan 31, 2025 (criteria met) .
2023 Award (Grant FV $72.51)19,819 9,909 9,910 Time: Jan 30, 2024; Feb 4, 2025; Feb 3, 2026 . Perf: Jan 30, 2024; Feb 4, 2025; Feb 3, 2026 (criteria met to-date) .
2024 Award (Grant FV $67.05)21,433 10,716 10,717 Time: Feb 4, 2025; Feb 3, 2026; Feb 2, 2027 . Perf: Feb 4, 2025; Feb 3, 2026; Feb 2, 2027 (FFO targets set and met for 2024) .
2025 Award (Grant FV $64.97)22,783 11,391 11,392 Time: Feb 3, 2026; Feb 2, 2027; Feb 1, 2028 . Perf: annual tranches 2025–2027 with Normalized FFO per share targets (2025 target $3.01–$3.11) .

Vesting Activity and Realized Value (FY 2024)

MetricWaite
Shares Acquired on Vesting (#)20,421
Value Realized on Vesting ($)$1,362,096
Company Tax Withholding Shares (#)6,915

Note: NEOs are not granted stock options; equity is delivered via restricted stock with time- and performance-based vesting .

Employment Terms

  • Employment agreements: None; NEOs are at-will employees .
  • Severance: No severance arrangements; no post-employment health coverage beyond COBRA at employee cost .
  • Change-of-control: No cash entitlements; restricted stock vests accelerable upon change in control, death, or disability .
  • Clawback: Compensation Recovery Policy in place; January 2024 restatement did not trigger any recovery (no impact on performance targets) .
  • Tax gross-ups: None in change-in-control or other agreements .
  • Trading policy: Blackout periods and pre-clearance required; hedging and pledging prohibited; Rule 10b5-1 trading plans permitted if pre-approved .

Compensation Structure Analysis

  • Mix and pay-for-performance: ELS targets base salary at ~17% of total, with significant variable cash and equity; Waite’s 2024 total included $453,523 salary, $925,159 cash bonus, and $1,390,818 stock awards, aligning with Company’s emphasis on performance-linked pay .
  • Equity design: Shift away from options—NEOs receive restricted stock only, with 50% time-based and 50% performance-based tranches; performance conditions are primarily Normalized FFO per share, reinforcing cash flow discipline .
  • Bonus architecture: 2024 bonus tied to operational metrics (core MH/RV revenues, NOI/expense control, site/member optimization, rentals/working capital) and strategic initiatives; stretch pool contingent on exceeding MH/RV/FFO thresholds .
  • Peer benchmarking: Compensation Committee uses a residential/self-storage REIT peer group (AMH, AVB, CPT, CUBE, EQR, ESS, EXR, INVH, MAA, NSA, UDR) and external survey/market data (S&P Global, NAREIT) to calibrate pay .

Say-on-Pay & Shareholder Feedback

  • Say-on-Pay support: 94.7% approval at the 2024 annual meeting; Compensation Committee made no program changes in response, viewing support as strong alignment with performance .
  • Governance features: Independent compensation consultant (Ferguson Partners), ownership guidelines (3x salary for NEOs), clawback policy, trading policy prohibitions on hedging/pledging .

Investment Implications

  • Alignment: Waite’s high ownership multiple (35x salary) versus guideline (3x) and substantial unvested performance- and time-based equity create strong alignment and reduced voluntary selling pressure; hedging/pledging prohibitions further reinforce alignment .
  • Incentive levers: Bonus and equity performance conditions are driven by Normalized FFO, core MH/RV revenues, and core NOI—key operating levers Waite oversees as COO; consistent attainment of these metrics in 2024 supports pay outcomes .
  • Retention risk: No employment agreements or severance protections; retention primarily through multi-year equity vesting across award cycles (2023–2027), with CIC/death/disability acceleration as only protective feature —a modest governance-friendly posture that relies on performance equity to retain talent.
  • Governance signal: High Say-on-Pay support (94.7%) and the absence of tax gross-ups, options, or hedging/pledging suggest shareholder-friendly practices; January 2024 restatement did not affect incentive payouts given performance tests were unaffected, reducing clawback uncertainty .