David H. deVilliers III
President and Chief Operating Officer at FRPH
Executive
About David H. deVilliers III
David H. deVilliers III is President (since Jan 1, 2025) and Chief Operating Officer (since May 8, 2024) of FRP Holdings; he joined FRP in 2001 and previously served as Executive Vice President (2019–2024) and Vice President of Leasing, Acquisition & Development (2001–2019) . He is 47 years old . Company performance under the executive team’s recent tenure shows revenues of $41.8M in 2024 (+0.6% YoY) and net income attributable to the company up 20.4% YoY to $6.385M, with pro‑rata NOI compounding strongly from 2021 levels and up 26.2% in 2024, while cumulative TSR (value of $100) stood at 134 for 2024 in pay‑versus‑performance disclosures .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| FRP Holdings | President | 2025–present | Senior leadership following multi‑year development/industrial pipeline build-out |
| FRP Holdings | Chief Operating Officer | 2024–present | Oversight of multi‑segment operations amid NOI expansion and multifamily lease-ups |
| FRP Holdings | Executive Vice President | 2019–2024 | Led leasing, acquisitions, development ahead of industrial and multifamily growth |
| FRP Holdings | Vice President of Leasing, Acquisition & Development | 2001–2019 | Built DC waterfront and Greenville pipeline; contributed to mixed‑use/multifamily portfolio |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| None disclosed | — | — | No external directorships or committee roles disclosed in proxy or 10‑K |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | 302,100 | 335,000 | 355,100 |
| Target Bonus (% of base) | Up to 112.5% | Up to 118.75% | Up to 125% |
| Actual Bonus Paid ($, MIC Plan) | 339,863 | 397,813 | 443,875 |
Performance Compensation
Long‑Term Equity Awards (RSUs/PSUs)
| Award Type | Grant Date | Shares/Value | Performance Metric | Target/Threshold/Max | Vesting |
|---|---|---|---|---|---|
| Time‑based RSUs | Jan 1, 2022 | 3,464 shares; $100,000 | — | — | Ratable over 4 years |
| Performance RSUs (2022 LTI) | Jan 1, 2022 | 6,920 shares; $200,000 | JV aggregate NOI | Target $34,785,346; Threshold $27,828,277; Max 125% ($38,263,881) | 25% on eval (Mar 2024 est.), then 25% on Dec 31 of 2024/2025/2026; accel on CoC |
| Time‑based RSUs | Jan 1, 2023 | 5,568 shares; $150,000 | — | — | Ratable over 4 years |
| Performance RSUs (2023 LTI) | Jan 1, 2023 | 7,424 shares; $200,000 | JV aggregate NOI | Target $55,577,025; Threshold $47,240,471; Max 125% ($57,871,474) | 25% on eval (Mar 2025 est.), then 25% on Dec 31 of 2025/2026/2027; accel on CoC |
| Time‑based RSUs | Jan 1, 2024 | 4,768 shares; $150,000 | — | — | Ratable over 4 years |
| Performance RSUs (2024 LTI) | Jan 1, 2024 | 6,360 shares; $200,000 | JV aggregate NOI | Target $65,827,011; Threshold $55,952,959; Max 125% ($68,007,655) | 25% on eval (Mar 2026 est.), then 25% on Dec 31 of 2026/2027/2028; accel on CoC |
| Performance Shares (2021 LTI payout) | Mar 2, 2023 (eval) | 1,056 shares; $28,681 at grant; vest 25% now, 25% each in 2024/2025 | JV aggregate NOI | Actual achieved 114.33% of target; payout issued | |
| Performance Shares (2022 LTI payout) | Mar 6, 2024 (eval) | 1,656 shares; $50,000 equivalent; vest 25% now, 25% in 2024/2025/2026 | JV aggregate NOI | Actual achieved 125% of target; max payout issued |
Annual Incentive (MIC Plan) Design
| Year | Metric | Weighting | Target | Threshold | Maximum | Payout ($) |
|---|---|---|---|---|---|---|
| 2022 | NOI+ (ex mining) and FRP‑owned SF leased | 75% / 25% | $15,750,878; 65,000 SF | $15,010,878; 52,000 SF | $17,775,878; 79,292 SF | $339,863 |
| 2023 | NOI+ and FRP‑owned SF leased | 85% / 15% | $31,867,218; 43,000 SF | $27,677,218; 28,247 SF | $33,124,562; 65,909 SF | $397,813 |
| 2024 | NOI+ and FRP‑owned SF leased | 95% / 5% | $44,952,560; 8,842 SF | $38,407,560; 0 SF | $48,782,778; 20,766 SF | $443,875 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 57,565 shares beneficially owned; includes 44,879 direct, 1,296 in 401(k), and 11,390 options exercisable within 60 days |
| Ownership % of outstanding | <1% of 19,087,334 shares outstanding at record date (Mar 17, 2025) |
| Options outstanding (exercisable) | 2,980 @ $19.50 exp 12/06/2026; 3,150 @ $22.25 exp 12/05/2027; 5,260 @ $22.985 exp 12/04/2028 |
| Vested vs unvested RSUs/PSUs | Multiple time‑based and performance RSUs vest ratably over 4 years post‑evaluation; accelerated upon change‑of‑control per plan terms |
| Pledging/Hedging policy | Company prohibits hedging, short sales, and exchange‑traded options for directors/officers; no hedging by insiders in 2024 |
| Ownership guidelines | Not disclosed in proxy |
Employment Terms
- Current roles: President (since Jan 1, 2025) and Chief Operating Officer (since May 8, 2024) .
- Employment agreements: No individual severance or change‑in‑control agreement disclosed for David H. deVilliers III; equity plans provide accelerated vesting upon change‑of‑control .
- Clawback: Company policy to recoup erroneously awarded incentive compensation due to material noncompliance with financial reporting requirements during the prior three completed fiscal years .
- Non‑compete / non‑solicit: Not disclosed .
Performance & Track Record
| Metric | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Revenues ($000s) | 31,220 | 37,481 | 41,506 | 41,774 |
| Net income attributable to the Company ($000s) | 28,215 | 4,565 | 5,302 | 6,385 |
| Pro‑rata NOI (Company discussion) | 17.6M (baseline) | 24.2M | — | 38.1M; +26.2% YoY (Company shareholder letter) |
| Pay‑vs‑performance TSR (value of $100) | 127 | 118 | 137 | 134 |
Notes:
- FRP highlighted strong NOI growth and lease‑up achievements across multifamily assets in 2024, with expectations for near‑term NOI plateau and strategic industrial expansions in 2025–2027 .
Related Party & Insider Activity
- Section 16(a) late filings: The company disclosed late Form 4 filings in 2023, including a sale of common stock by David H. deVilliers III on May 26, 2023 (filed June 7, 2023) due to administrative oversight .
- Related party transactions: Not specific to David H. deVilliers III; company described Patriot services and other related party oversight by Audit Committee (context) .
Compensation Structure Analysis
- Mix evolution: Increasing at‑risk pay through performance‑conditioned RSUs tied to multi‑year JV NOI targets (50% or full forfeiture below thresholds), plus performance share “pools” that award incremental RSUs upon exceeding targets; this aligns with long‑dated development/lease‑up cycles .
- Option usage: DeVilliers III’s option grants are modest and mostly legacy strikes expiring 2026–2028, limiting repricing risk; the 2024 options were primarily to CEO, not DeVilliers III .
- Governance: Company clawback policy and hedging prohibitions reduce risk of misaligned behaviors; equity grant timing avoids material non‑public information windows .
Investment Implications
- Alignment: Strong linkage of long‑term equity vesting and performance shares to aggregate JV NOI across development assets suggests pay‑for‑performance alignment with FRP’s multi‑year value creation strategy; accelerated vesting on change‑of‑control could add deal‑related incentives but is plan‑wide rather than individual .
- Retention and selling pressure: Layered RSU tranches scheduled to vest through 2026–2028 can create periodic sell windows; hedging is prohibited and no pledging is disclosed, reducing near‑term misalignment risks .
- Track record: Under the current executive team, FRP delivered higher net income in 2024 (+20.4% YoY) and sustained revenue levels while ramping NOI via multifamily lease‑ups; TSR as reported was broadly stable from 2023 to 2024, reflecting capital deployment and expected 2025 NOI consolidation before new industrial projects contribute in 2027 .
- Red flags: Administrative late Form 4 in 2023 is a minor process lapse; no evidence of tax gross‑ups, option repricing, or pledging—positive governance signals .