Danica Holley
About Danica Holley
Danica Holley has served as Global Medical REIT’s Chief Operating Officer since March 30, 2016, with more than 20 years of international business development, program management, and government procurement experience . She holds a B.S.F.S. from Georgetown University, completed Georgetown’s Graduate Leadership Coaching Program, and Harvard Business School’s Finance for Senior Executives program; she also studied International Organization in Vermont and Morocco . 2024 performance metrics driving pay included portfolio occupancy (actual 96.3%), AFFO/share (actual $0.89, below threshold), leverage (actual 44.2%), acquisitions (actual $111.8M, above maximum), and individual goals, with 60% cash/40% LTIP settlement; prior 2021 long-term plan TSR components paid 0% based on relative/absolute performance .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| WorldSpace, Inc. | Director of Strategy, Corporate Business Development | 1997–2000 | Corporate BD in global satellite radio markets |
| ISI Professional Services | Director of Marketing for Corporate and Business | 2000–2001 | Marketing leadership for corporate client segments |
| Tanzus Development | Director of Administration | 1996–1997 | Administrative leadership in development projects |
| SK&I Architectural Design Group, LLC | Director of Administration | 2003–2007 | Operations oversight for architecture/design firm |
External Roles
| Organization | Role | Years | Committees/Impact |
|---|---|---|---|
| Safe Blood International Foundation | Executive Director | Apr 15, 2008–present | Oversaw national health initiatives in Africa/Asia, including Ebola response |
| Mobile Infrastructure Corporation (NYSE American: BEEP) | Director | Since Oct 2021 | Audit, Nominating & Governance, Compensation committees |
| Theralink Technologies | Director | Since Apr 2022 | Board member |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $300,000 | $325,000 | $325,000 (unchanged vs 2023) |
| Stock Awards ($) | $346,000 | $454,000 | $524,000 |
| Non-Equity Incentive ($) | $117,864 | $156,780 | $126,953 |
| Total ($) | $763,864 | $935,780 | $975,953 |
| 2024 Annual Incentive Targets | Cash Award (Target) | LTIP Award (Target) | Total Award (Target) |
|---|---|---|---|
| Holley | $156,000 | $104,000 | $260,000 |
Annual incentive settlement policy: 60% cash / 40% LTIP Units under the 2016 Equity Incentive Plan .
Performance Compensation
| 2024 Metric | Weight | Target | Actual | Payout |
|---|---|---|---|---|
| Quarter-End Average Portfolio Occupancy | 15% | 96.5% | 96.3% | 12% of overall target |
| AFFO per Share | 25% | $0.95 | $0.89 | 0% of overall target |
| Debt-to-Assets (Leverage) | 25% | 44.5% | 44.2% | 26.9% of overall target |
| Acquisitions | 15% | $80M | $111.8M | 22.5% of overall target |
| Individual Performance | 20% | Discretionary | Committee evaluation | Determined individually |
| 2024 Realized AIP Outcome (Settled Feb 2025) | Cash Award | Dollar Value of Earned LTIP Units | Number of Earned LTIP Units | Vesting Schedule |
|---|---|---|---|---|
| Holley | $126,953 | $84,635 | 8,770 | 50% vested Feb 26, 2025; 50% vest Feb 26, 2026 |
2021 Long-Term Equity Incentive Plan relative and absolute TSR components paid 0% for all NEOs, including Holley, after the 3-year performance period .
Equity Ownership & Alignment
| Beneficial Ownership (as of Feb 28, 2025) | Shares | % of Shares Outstanding | Pledging |
|---|---|---|---|
| Danica Holley | 215,178 | <1% (asterisk in proxy) | None pledged by any executive officer |
| Unvested & Unearned LTIP Units (as of Dec 31, 2024) | Quantity | Vesting |
|---|---|---|
| 2023 AIP LTIP Units (unvested at 12/31/24) | 5,125 | Vested Feb 21, 2024 and Feb 21, 2025 |
| 2024 Long-Term Equity Incentive Plan (time-based) | 20,725 | Vest in full on Feb 21, 2027 |
| 2023 Long-Term Equity Incentive Plan (time-based) | 15,996 | Vest in full on Feb 23, 2026 |
| 2022 Long-Term Equity Incentive Plan (time-based) | 6,191 | Vested on Feb 24, 2025 |
| 2024 Annual Incentive Plan (target unearned at 12/31/24) | 10,777 | Determined earned at 8,770; 50% vest Feb 26, 2025; 50% vest Feb 26, 2026 |
- Equity grant form: LTIP Units, structured as profits interests; convertible into OP Units and redeemable for cash or common stock at the Company’s option .
- Ownership policy: By April 14, 2026, “all other Executive Officers” must hold LTIP Units or common stock equal to 1x base salary .
- Hedging: Prohibited for executives (short sales, options, collars, swaps, forwards, exchange funds, frequent trading) .
- Options: Company does not grant stock options or option-like awards to NEOs .
Employment Terms
| Term | Provision |
|---|---|
| Severance (no “cause” termination) | Cash severance equal to 1x annual base salary; Holley not entitled to cash severance upon termination by her for “good reason” |
| COBRA | Up to 12 months based on company-paid monthly premium (Dec 2024 basis) |
| Change-in-Control Cash | 2x sum of annual base salary (2024) and target bonus (2024) |
| Annual Incentive Settlement | 60% cash, 40% LTIP Units under 2016 Plan |
| Clawback | Company-wide clawback adopted Oct 18, 2023; recoup incentive-based compensation upon required financial restatement, calculated pre-tax |
| Executive Equity Ownership | Must meet ownership guidelines by April 14, 2026 (COO category: 1x base salary) |
Performance & Track Record
- 2024 operational metrics: Occupancy 96.3% (above threshold but below target), leverage 44.2% (above target), acquisitions $111.8M (above maximum threshold), AFFO/share $0.89 (below threshold); individual performance evaluated by committee .
- Long-term TSR: 2021 plan’s absolute and relative TSR components resulted in 0% payouts, indicating underperformance versus benchmarks during that period .
- Say-on-pay: 94% approval at 2024 annual meeting; committee maintained program design for 2024 given strong shareholder support .
- Related party oversight: COO Holley and CFO Kiernan jointly determined compensation for an employee who is a director’s son; CEO approved; director parent had no role .
Compensation Structure Analysis
- Mix shift toward equity: Holley’s stock awards rose from $346,000 (2022) to $454,000 (2023) to $524,000 (2024) while base salary held flat at $325,000 in 2023–2024, increasing pay-at-risk and equity alignment .
- No options: Equity delivered entirely via LTIP Units (profits interests), with both time-based and performance components; reduces risk of option repricings and embeds dividend-linked distributions on certain LTIPs .
- Incentive rigor: AFFO/share component paid 0% for 2024; acquisitions exceeded “max” threshold; leverage and occupancy partially achieved, supporting balanced payout outcomes .
Investment Implications
- Alignment: Ownership guidelines (1x salary), strong anti-hedging, and no pledging disclosure reduce misalignment risk; equity-heavy comp via LTIP Units ties outcomes to dividend sustainability and portfolio health .
- Performance sensitivity: 2024 AFFO/share miss and prior TSR underperformance (0% payout) demonstrate real accountability in variable comp; however, robust 2024 acquisitions ($111.8M) and leverage management supported meaningful payout components .
- Retention and selling pressure: Near-term vesting of AIP LTIPs (Feb 2025/Feb 2026) and scheduled time-based LTIP vest dates (2026/2027) create periodic liquidity events; absence of option grants and clawback coverage further stabilizes retention incentives .
- Change-in-control economics: 2x salary+target bonus cash multiple plus COBRA indicates moderate CoC leverage; severance limited to 1x salary for no-cause termination and none for good reason, curbing windfall risk .