Elizabeth A. Grace
About Elizabeth A. Grace
Elizabeth A. Grace is Senior Vice President of Human Resources and Administration at EPR Properties, appointed January 3, 2022, after serving as Vice President of Human Resources and Administration since March 2018. She previously was Vice President of Human Resources at Beauty Brands, LLC (2006–2018) and held multiple corporate HR roles at Applebee’s International for seven years. She holds a B.S. from Auburn University. EPR’s 2024 operating context featured revenue of $698.1 million (vs. $705.7 million in 2023), net income to common of $121.9 million ($1.60 per diluted share), FFO of $360.3 million ($4.70 per diluted share), and FFO as adjusted of $4.87 per diluted share; the monthly dividend was raised 3.6% to $0.285, framing the performance yardsticks underpinning executive pay-for-performance design at the company .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| EPR Properties | SVP, Human Resources & Administration | 2022–Present | Executive leadership of HR and administration during EPR’s experiential real estate focus, supporting compensation, retention, and human capital strategies . |
| EPR Properties | VP, Human Resources & Administration | 2018–2022 | Built HR programs and processes leading to promotion to SVP . |
| Beauty Brands, LLC | Vice President of Human Resources | 2006–2018 | Led HR at a multi-location retail/services operator, relevant to EPR’s tenant base in consumer experiential categories . |
| Applebee’s International | Corporate HR roles (incl. International Division) | ~7 years (prior to 2006) | Multinational HR experience in a scaled, publicly traded restaurant chain (peer-relevant to EPR’s experiential categories) . |
External Roles
- None disclosed in EPR’s proxy biography for Ms. Grace .
Fixed Compensation
- Individual base salary, target bonus, and actual bonus for Ms. Grace are not disclosed (she is an executive officer but not a Named Executive Officer (NEO) in the proxy). EPR sets executive base salaries around the peer median as part of a pay-for-performance design emphasizing variable incentives .
Performance Compensation
- EPR’s Annual Incentive Program (AIP) for executives uses balanced metrics; in 2024, weightings were 50% FFO (as adjusted) per share, 30% investment spending, and 20% personal objectives. Executives can elect to take the AIP in restricted stock at a 150% premium vs. cash; AIP stock vests ratably over three years, supporting retention and creating multi‑year alignment .
- Long-Term Incentive (LTI) awards are split between PSUs (earned on multi‑year relative TSR and AFFO/share) and time‑vested restricted shares (four‑year ratable vesting). Beginning 2024, the TSR threshold for target payout increased from the 50th to 55th percentile vs. peers and MSCI US REIT Index, raising performance difficulty .
2024 AIP metrics and results (company-level, applicable to executives):
| Metric | Weighting (2024) | Target (2024) | Actual (2024) | Outcome note | Vesting mechanics |
|---|---|---|---|---|---|
| FFO (as adjusted) per share | 50% | $4.86 | $4.87 | Between target and maximum | If elected in stock, AIP equity vests 33 1/3% per year over 3 years . |
| Investment spending | 30% | $250 million | $263.9 million | Between target and maximum | Same as above . |
| Personal objectives | 20% | Individualized | Not publicly quantified | Assessed via individual goals | Same as above . |
Design highlights and controls:
- AIP/LTI are equity-heavy with multi-year vesting; PSUs focus on multi-year TSR and AFFO/share; premium valuation for taking AIP in stock increases ownership .
- Compensation best practices include no option repricing, no hedging/pledging, clawback policy compliant with NYSE listing standards, and independent consultant support (Ferguson Partners Consulting) .
Note: The proxy discloses AIP payouts for NEOs (e.g., CEO 189.5% of base), but does not disclose Ms. Grace’s individual target or payout .
Equity Ownership & Alignment
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Stock ownership guidelines (raised materially in February 2025): | Role | Prior requirement | New requirement (effective Feb 24, 2025) | |---|---:|---:| | Senior Vice Presidents | 1x base salary | 3x base salary . | | CEO | 5x base salary | 12x base salary . | | CFO | 3x base salary | 6x base salary . | | EVPs | 1x base salary | 6x base salary . | | Trustees | 4x annual retainer | 6x annual retainer . |
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Anti-hedging and anti‑pledging: Company policy prohibits hedging and pledging of EPR securities for officers and trustees, reducing misalignment and leverage-driven selling risk .
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Clawback: Executive incentive compensation is subject to a recovery policy aligned with NYSE standards (adopted October 2, 2023) .
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Beneficial ownership: The proxy reports holdings for trustees and NEOs; Ms. Grace’s individual share ownership is not separately disclosed in the 2025 proxy table .
Employment Terms
- Appointment to current role: January 3, 2022 (SVP, Human Resources & Administration) .
- Severance framework: EPR maintains a Severance Plan for full-time employees. Proxy details quantify NEO benefits and define “cause,” “good reason,” and change‑in‑control (CIC) treatments; for NEOs, severance equals 24x “monthly base compensation” upon qualifying termination, with additional CIC increments for certain roles. All severance is conditioned on a release and compliance with non‑competition, non‑solicitation, and confidentiality covenants. The plan also provides accelerated vesting of unvested equity upon qualifying termination, and definitions of “cause” and “good reason” include adverse role changes, compensation reductions, or relocation beyond 50 miles without consent. Ms. Grace’s specific severance multiples/amounts are not disclosed in the proxy .
Investment Implications
- Pay-for-performance alignment: EPR’s design is heavily variable and equity‑centric (AIP and LTI), with explicit multi-year, equity-based vesting (three- and four‑year schedules) and higher 2025 ownership requirements (SVPs: 3x salary), which should strengthen alignment and retention for Ms. Grace and reduce short‑termism risk .
- Selling pressure and governance mitigants: Anti‑hedging/pledging policy and vesting schedules reduce leveraged selling and speculative trading risk; a clawback adds downside protection for investors in case of restatement. However, as with most plans, three- and four‑year vesting can create periodic liquidity events around vest dates (no evidence of Ms. Grace’s selling disclosed) .
- Retention considerations: Multi‑year vesting across AIP/LTI and tightened ownership guidelines point to moderate retention support for senior executives. Ms. Grace’s compensation specifics are undisclosed, limiting precision on her target/payout leverage; nonetheless, company‑level AIP results were between target and maximum on key metrics in 2024, supporting incentive realizability in the recent period .
Additional context: Shareholders supported say‑on‑pay at approximately 92% in 2024; the Compensation Committee benchmarks to market medians and uses an independent consultant (FPC), and increased performance difficulty in 2024 by raising TSR target thresholds for LTI PSUs .