Stanley R. Perla
About Stanley R. Perla
Independent director and Audit Committee Chair at Global Net Lease (GNL) since September 2023; age 81; licensed CPA with 35 years at Ernst & Young, including service as national director of real estate accounting and membership on the firm’s national accounting and auditing committee. Education: MBA in Taxation and BBA in Accounting (Baruch College). Board has affirmatively determined he is independent and an audit committee financial expert; attendance at Board and committee meetings in 2024 was 100% .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ernst & Young LLP | Partner; National Director of Real Estate Accounting; member of national accounting/auditing committee | 1967–2003 | Led real estate accounting; national standards influence |
| Vornado Realty Trust | Director of Internal Audit | 2003–2008 | Built internal audit capabilities in large REIT |
| Cornerstone Accounting Group | Managing Partner; Consultant | 2008–2011; 2011–2012 | Led real estate-focused public accounting firm; advisory continuity |
| Friedman LLP | Consultant | 2012–2015 | Real estate accounting advisory |
External Roles
| Organization | Role | Tenure | Notable Committee Roles |
|---|---|---|---|
| GTJ REIT, Inc. | Independent Director | 2013–present | Audit Committee Chair |
| Hospitality Investors Trust, Inc. | Independent Director | 2014–2021 | Audit Committee Chair |
| Madison Harbor Balanced Strategies, Inc. | Director | 2004–2017 | Audit Committee Chair |
| American Real Estate Income Fund (AREIF) | Trustee | 2012–2016 | Oversight during fund lifecycle |
| American Realty Capital Global Trust II (Global II) | Independent Director | 2014–2016 | Board oversight pre-merger |
Board Governance
- Committee assignments: Audit Committee Chair; Compensation Committee member .
- Independence: Determined independent under NYSE and SEC rules; listed among nine independent directors .
- Attendance: Board met 10 times in 2024; all directors attended all Board and relevant committee meetings; Audit (6), Compensation (8), Nominating (7), Finance (4) with full attendance reported .
- Audit Committee mandate includes oversight of financial reporting, auditor independence/performance, legal/regulatory compliance, cybersecurity risk, and related-party transaction review; Perla designated an “audit committee financial expert” .
- Shareholder governance context: 2024 Say‑on‑Pay support was ~79.4%; 2025 annual meeting results to be filed via 8‑K within four business days of meeting .
Fixed Compensation
| Component | Structure (Directors) | 2024 Perla Actual | Notes |
|---|---|---|---|
| Annual cash retainer | $75,000 (non‑executive chair $115,000) | Included in cash total | Program terms |
| Committee Chair retainer | $30,000 per chair (Audit/Comp/Nominating) | Included in cash total (Audit Chair) | Program terms |
| Committee member retainer | $20,000 per committee (non‑chair) | Included in cash total (Comp member) | Program terms |
| Meeting fees | None disclosed | N/A | Program terms |
| Fees paid in cash (2024) | N/A | $136,750 | Perla total cash fees |
| Annual RSU grant (grant‑date value) | $130,000 (prorated for partial year) | $130,000 | Granted June 13, 2024; vests May 22, 2025 |
| Total 2024 director compensation | N/A | $266,750 | Perla total |
Additional director compensation mechanics:
- RSUs vest the day preceding the next annual meeting; pro‑rata vesting upon departure (except for removal for cause). Change‑of‑control triggers vesting; settlement within 30 days .
- Directors may elect to receive annual cash retainers in stock under the 2021 Equity Plan .
Performance Compensation
| Item | Disclosure |
|---|---|
| Performance‑based director pay | None disclosed; director equity is time‑based RSUs (no options/PSUs for directors) |
| Clawbacks | Company maintains an executive clawback policy aligned with SEC/NYSE requirements (executives, not directors) |
Other Directorships & Interlocks
- Current public company directorships: GTJ REIT, Audit Chair .
- Prior public boards include Hospitality Investors Trust, Global II; multiple roles across AR Global‑affiliated entities historically .
- Compensation Committee Interlocks: None in 2024; no relationships requiring related‑party disclosure for compensation committee members .
Expertise & Qualifications
- CPA; deep real estate accounting expertise; former national director at EY focused on REITs and real estate .
- Designated audit committee financial expert by GNL Board; chairs Audit Committee .
- Extensive governance experience chairing audit committees across multiple REITs .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class |
|---|---|---|
| Stanley R. Perla | 69,241 | <1% |
Ownership policy and alignment:
- Director Stock Ownership Guidelines: expected ownership equal to 5x annual cash retainers; five‑year compliance window from January 1, 2024 or director’s start date; includes RSUs (vested/unvested) in calculation, excludes options/SARs and unvested performance awards .
- Hedging/short sales/options/margin prohibited for directors and designated employees; no pledging disclosures noted for Perla in proxy .
Governance Assessment
- Strengths: Independent Audit Chair with “financial expert” designation; full attendance and active committee leadership; audit committee remit includes cybersecurity and related‑party oversight; formal director ownership guidelines enhance alignment .
- Compensation mix: Balanced cash retainer plus time‑based RSUs ($130,000), with no performance equity for directors; change‑of‑control vesting aligns with continuity/investor outcomes .
- Network implications: Long history on REIT boards (including prior AR Global‑affiliated entities such as Global II and Hospitality Investors Trust) may be scrutinized by some investors; Board nonetheless affirms current independence at GNL .
- Shareholder sentiment: 2024 Say‑on‑Pay at ~79.4% suggests moderate support for pay programs guiding overall governance environment .
RED FLAGS: None disclosed specific to Perla regarding related‑party transactions, pledging, or attendance. Historical affiliations with AR Global‑related entities noted factually; independence reaffirmed by GNL .