Brandon Moore
About Brandon Moore
Brandon J. Moore, age 50, is President, Chief Operating Officer, and Secretary of GLPI; he joined GLPI near its inception in 2014 as SVP & General Counsel, was promoted to COO in Oct 2022, and to President on Sep 27, 2024. He holds a B.S. in Finance from Penn State (1996) and a J.D. from the University of Pennsylvania Law School (1999), and previously served at PENN Entertainment and Ballard Spahr . GLPI’s pay-for-performance program aligns Moore’s incentives to TSR versus the MSCI US REIT Index and triple‑net REIT peers, AFFO per diluted share, dividends per share, and strategic goals; 2022 performance awards matured at 200% vs. MSCI and 190% vs. net-lease peers, with absolute TSR positive, evidencing strong long‑term relative performance over that cycle . In 2024, his annual bonus metrics included AFFO growth hurdles, dividend growth, balance sheet targets (net debt/EBITDA ≤5.5x; variable rate debt ≤10%), growth initiatives, portfolio diversification, partner expansion, and shareholder engagement goals .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| GLPI | Senior Vice President & General Counsel | 2014–2022 | Legal leadership at inception; involvement in tax-free spin that created GLPI; supported transaction structuring and prudent capital allocation . |
| GLPI | Chief Operating Officer | Oct 2022–Sep 2024 | Led finance, accounting, development, and legal teams; drove transaction pipeline and tenant engagement . |
| GLPI | President, COO & Secretary | Sep 27, 2024–Present | Expanded leadership scope; compensation and equity award increases recognizing promotion . |
| PENN Entertainment (formerly Penn National Gaming) | Vice President, Senior Corporate Counsel | 2010–2014 | Senior legal role covering transactional, regulatory, and general matters; pipeline for GLPI’s REIT formation . |
| Ballard Spahr LLP | Of Counsel | Pre‑2010 | Advanced legal counsel to private and public clients on compliance and regulatory matters . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Pennsylvania Bar Association | Member | Not disclosed | Professional credential; legal expertise relevant to GLPI’s regulated gaming real estate transactions . |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 500,000 | 600,000 | 611,538 |
| All Other Compensation ($) | 66,375 | 75,760 | 85,927 |
- 2024 year-end base salary rate increased to $650,000 upon promotion to President on Sep 27, 2024; target bonus set to 100% of base salary and max to 200% (pro‑rated one quarter for 2024) .
Performance Compensation
Annual Cash Bonus Program – Ranges and Actuals
| Item | Value |
|---|---|
| Bonus range (President, COO & Secretary): Threshold | 50% of base salary |
| Bonus range (President, COO & Secretary): Target | 100% of base salary |
| Bonus range (President, COO & Secretary): Maximum | 200% of base salary |
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Actual Bonus Paid ($) | 717,188 | 900,000 | 875,000 |
| Actual Bonus as % of Base Salary | Not disclosed | Not disclosed | 143% |
- Program weighting: 90% tied to pre‑set performance goals and 10% qualitative/individual goals .
2024 Annual Bonus Metrics, Targets, and Outcomes
| Metric Category | Target/Definition | Actual Outcome | Payout Implication | Notes |
|---|---|---|---|---|
| AFFO Growth | > prior year and at least $0.02 above prior year’s maximum hurdle | Not specifically disclosed | Required for payout under AFFO metric | 2024 hurdle calibration disclosed . |
| Dividends per Share | Target +$0.04 vs 2023; Max +$0.12 vs 2023 | Not specifically disclosed | No payout if < $0.04 increase | Payout capped if performance below thresholds . |
| Net Debt / Adjusted EBITDA (pro forma for acquisitions) | ≤ 5.50x | Achieved | Contributes to payout | Balance sheet management . |
| Variable Rate Debt at Year-end | ≤ 10% | Not Achieved | Reduces payout on this metric | Risk control . |
| Growth Initiatives – Greenfield | Enter definitive agreement to participate | Achieved | Contributes to payout | Strategic expansion . |
| Growth Initiatives – Revenue Add | Enter definitive agreement(s) adding at least target revenue | Achieved | Contributes to payout | Revenue pipeline . |
| Other Strategic – New Partner/Tenant | Add ≥1 new partner/tenant | Achieved | Contributes to payout | Ecosystem expansion . |
| Other Strategic – Geographic Diversification | Increase portfolio diversification | Achieved | Contributes to payout | Risk diversification . |
| Shareholder Engagement – Analyst Coverage | Increase REIT analyst coverage | Achieved | Contributes to payout | Visibility . |
| Shareholder Engagement – Contacts | ≥300 contacts with shareholders | Achieved | Contributes to payout | Investor relations . |
| Qualitative/Individual | 10% qualitative goals | Achieved list as above | 10% weight | Committee discretion within disclosed framework . |
2024 Equity Grants (Plan-Based Awards)
| Award Type | Grant Date | Target/Number | Maximum/Number | Grant Date Fair Value ($) |
|---|---|---|---|---|
| Long-Term Fixed (time-based RS) | 1/2/2024 | 22,000 shares | N/A | 1,085,700 |
| Performance-Based RS – MSCI US REIT Index | 1/2/2024 | 22,000 shares | 44,000 shares | 1,285,240 |
| Performance-Based RS – Triple-Net REIT Group | 1/2/2024 | 22,000 shares | 44,000 shares | 1,243,000 |
- Performance equity hurdles: Vesting at 0%/50%/100%/200% for <25th/25th/50th/75th percentile relative TSR, capped at target if absolute TSR negative .
- Time-based RS vesting: 33.33% on each of the first, second, and third anniversaries of grant; forfeiture lapses immediately on change-of-control .
Equity Awards – Outstanding at FY-End 2024 (Vesting & Overhang)
| Award Cohort | Unvested Time-Based (#) | Unearned Performance MSCI (#) | Unearned Performance Triple-Net (#) |
|---|---|---|---|
| 2022 grants | 6,666 | 40,000 | 40,000 |
| 2023 grants | 14,666 | 22,000 | 22,000 |
| 2024 grants | 22,000 | 22,000 | 44,000 |
- Program status: 2022 performance awards earned at 200% vs MSCI and 190% vs net‑lease peers; absolute TSR 19.12%, no payout reduction . Tracking at year-end 2024: 2023 MSCI 65% and Triple-Net 91%; 2024 MSCI 87% and Triple-Net 154%; no absolute TSR cap triggered .
2024 Stock Vested
| Metric | Value |
|---|---|
| Shares vested (2024) | 102,395 |
| Value realized on vesting ($) | 5,059,097 |
2024 Time-Based Vesting Schedule (22,000 RS granted 1/2/2024)
| Vest Date | Shares Vesting | Basis |
|---|---|---|
| 1/2/2025 | 33.33% of 22,000 (= 7,333) | Time-based RS vests 33.33% annually . |
| 1/2/2026 | 33.33% of 22,000 (= 7,333) | |
| 1/2/2027 | 33.33% of 22,000 (= 7,333) |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership | 266,667 GLPI shares; includes 2,032 held by his daughter and 47,999 restricted shares; “less than 1%” of outstanding . |
| Shares outstanding basis | 275,079,487 GLPI common shares (as of Apr 11, 2025) . |
| Ownership guidelines | President: 5x base salary; COO: 4x base salary; must meet within 5 years of appointment . |
| Hedging/Pledging | Anti‑hedging and anti‑pledging policy; pledging only under limited, Audit & Compliance Committee‑approved circumstances . |
| Clawback | SEC/Nasdaq‑compliant clawback on incentive compensation for restatements; applies regardless of misconduct . |
Employment Terms
| Provision | Term |
|---|---|
| Severance (Qualified Termination – no CiC) | 1.5x (for executives other than CEO) of base salary + average bonus (prior 3 years), up to 18 months medical/dental/vision, full acceleration of time-based equity, performance equity handled per award terms; subject to release and restrictive covenants . |
| Severance (CiC + Qualified Termination, double trigger) | 2.0x (for executives other than CEO) of base salary + average bonus, up to 24 months medical/dental/vision, pro‑rata target annual cash bonus; equity accelerates (time-based fully; performance at target or actual if higher, annualized) . |
| Non‑compete/Non‑solicit | Included in separation agreement and release; violations forfeit or claw back benefits . |
| Equity acceleration (double trigger) | Options/SARs (in-the-money) become fully exercisable; restrictions lapse on RS/PSU; performance awards vest at target or greater of actual achievement, annualized . |
Quantified Potential Payments (as of 12/31/2024)
| Scenario | Cash Severance ($) | Benefits ($) | Time-Based RS ($) | Performance RS ($) | Total ($) |
|---|---|---|---|---|---|
| Termination without Cause | 2,221,094 | 40,745 | 2,086,870 | 6,618,734 | 10,967,443 |
| Death | 1,480,729 | 40,745 | 2,086,870 | 9,054,048 | 12,662,392 |
| Disability | 1,480,729 | 40,745 | 2,086,870 | 9,054,048 | 12,662,392 |
| Change of Control (no termination) | — | — | — | 9,724,197 | 9,724,197 |
| CiC + Termination without Cause | 2,961,458 | 54,327 | 2,086,870 | 9,724,197 | 14,826,852 |
Compensation Structure Notes
- Elements: Base salary; annual cash bonus (primarily tied to pre‑set performance goals); long‑term fixed equity (time‑based, 3‑year ratable vesting); long‑term performance equity (3‑year cliff vesting vs MSCI US REIT Index and triple‑net peers); majority of NEO pay opportunity is variable and “at‑risk” .
- Grant Practices: Equity awards typically granted first trading day of fiscal year; GLPI generally does not grant stock options; awards are issued as full‑value shares or LTIP Units at executive election (2025 program) .
- Peer Group for TSR measurement (net‑lease): Agree Realty, Alexandria, Broadstone Net Lease, CareTrust, EPR, Essential Properties, Four Corners, Global Net Lease, LTC, LXP Industrial, Medical Properties Trust, NNN REIT, Omega, Realty Income, Sabra, Safehold, Service Properties, STAG, Uniti, VICI, W. P. Carey .
Investment Implications
- Alignment: Moore’s compensation is materially tied to long‑term TSR relative to both the MSCI US REIT Index and a defined net‑lease peer set, with payouts capped if absolute TSR is negative—strong guardrails for shareholder alignment .
- Overhang/Vesting Pressure: Significant unvested and unearned equity from 2023–2024 cycles (time‑based and performance‑based) plus sizable 2024 vesting realized (~102k shares; ~$5.06m) may create periodic withholding/sale flows; time‑based vest schedule through 2027 and performance cliffs in 2025–2026 warrant monitoring .
- Retention and Change‑of‑Control Economics: Double‑trigger CiC protections and 1.5x/2.0x severance multiples, with equity acceleration at target or better, provide retention but could be dilutive in a transaction; non‑compete and clawback provisions mitigate risk .
- Balance Sheet/Dividend Discipline: Annual bonus metrics explicitly include leverage discipline (≤5.5x net debt/EBITDA), dividend growth hurdles, and strategic deal execution, reinforcing value‑creation levers in GLPI’s triple‑net model .
- Governance: Stock ownership requirements (President 5x salary), anti‑hedging/anti‑pledging, and no tax gross‑ups support investor‑friendly governance; Moore’s beneficial ownership is <1% (includes restricted shares), with no pledging disclosed .