Ryan E. Crowley
About Ryan E. Crowley
Executive Vice President and Chief Investment Officer (CIO) of Healthcare Realty Trust (HR); age 41; appointed CIO effective October 1, 2024; employed by HR since 2006 with prior roles in Investments leadership (Senior Vice President, Investments from November 2021–September 2024; previously First Vice President, Investments). Education is not disclosed in SEC filings. Company performance context relevant to his remit: FY2024 normalized FFO per share was $1.56, same-store cash NOI growth was 2.9%, multi-tenant occupancy absorption was 149 bps, and net debt to adjusted EBITDA was 6.4x; in Q2 2025 normalized FFO per share was $0.41, same-store cash NOI growth was 5.1%, occupancy increased 100 bps YoY, and leverage improved to ~6x, with disposition guidance raised to $800–$1,000 million for 2025 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Healthcare Realty Trust | EVP & Chief Investment Officer | Oct 1, 2024–present | Leads disposition strategy; competitive buyer pool and improved financing conditions; supports raised disposition guidance ($800–$1,000M) and balance sheet derisking . |
| Healthcare Realty Trust | Senior Vice President, Investments | Nov 2021–Sep 2024 | Oversaw development/acquisition and contributed to asset sales/joint venture initiatives preceding CIO appointment . |
| Healthcare Realty Trust | First Vice President, Investments | Prior to Nov 2021 | Earlier investments leadership roles; long-tenured portfolio/investments experience at HR since 2006 . |
External Roles
No external directorships or public company board roles are disclosed for Crowley in the executive officers section of HR’s FY2024 10-K .
Fixed Compensation
| Component | 2025 Amount | Notes |
|---|---|---|
| Base Salary | $450,000 | CIO base salary (EVP level) . |
| Perquisites cap (supplemental insurance reimbursements) | Up to $15,000 annually | Applies to executive officers . |
| 401(k) company match | Up to $2,800 | Dollar-for-dollar up to annual maximum for eligible employees . |
Performance Compensation
Annual Cash Incentive (EVP structure)
| Metric | Weighting | Target / Payout Mechanics | Vesting |
|---|---|---|---|
| Normalized FFO per share | 35% | Target cash incentive opportunity scaled; total multiple of base salary at target: 1.8x | Cash; annual plan . |
| Same Store NOI growth | 30% | Formulaic target set by Committee | Cash; annual plan . |
| ESG performance | 5% | Governance/ESG goals | Cash; annual plan . |
| Individual Performance | 30% | Role-specific objectives | Cash; annual plan . |
Note: Specific 2025 targets/actuals/payouts for Crowley are not disclosed yet; the plan structure and weightings apply to EVPs including CIO .
Long-Term Equity Incentives (EVP structure)
| Instrument / Metric | Weighting | Target Value Basis | Vesting / Performance |
|---|---|---|---|
| Time-Based Retention (Restricted Stock) | 40% | 2.5x base salary at target | Historical retention awards vest over 5 years: 60% after 3 years, then 20% in years 4 and 5 . |
| Relative 3-Year TSR vs Healthcare REIT Peer Group (Healthpeak weighted 2x) | 30% | Performance RSUs/OP Units | 3-year measurement; TSR modifier: −25% if absolute TSR ≤ −10%; +25% if ≥ +30% . |
| Relative 3-Year TSR vs MSCI US REIT Index | 30% | Performance RSUs/OP Units | 3-year measurement; subject to same TSR modifier . |
Additional retention grant for Crowley: On Feb 28, 2025, one-time restricted stock award with grant-date market value $750,000; three-year cliff vesting; acceleration only under limited exceptions (termination without cause, change-in-control termination, death/disability) consistent with company form .
Equity Ownership & Alignment
| Data Point | Value / Policy | Notes |
|---|---|---|
| Beneficial ownership (Common Shares) | 167,734 shares | As of March 27, 2025; less than 1% of shares outstanding (350,996,169) . |
| Ownership guidelines (EVP) | 3x current base salary | Five years to comply; restricted and unrestricted shares count . |
| Compliance status | Not specifically disclosed for Crowley | As of April 1, 2024, all then-Named Executive Officers met guidelines (pre-dating Crowley’s CIO appointment) . |
| Anti-hedging | Prohibited (short sales, options, swaps, collars, etc.) | Policy applies to all employees/directors . |
| Pledging | Prohibited | Explicit ban in Insider Trading Policy . |
Employment Terms
- Structure: Company-wide executive employment agreements provide severance and equity treatment; no single-trigger change-in-control payments; no excise tax gross-ups .
- Change in equity vesting mechanics (2025 update): For OP Units/RSUs, termination without cause → awards remain outstanding to period end, vest pro rata based on actual performance; change-in-control termination → earned at greater of target or actual performance at change-in-control .
- EVP severance benchmarks (disclosed for other EVPs): Not for cause/constructive termination → 18 months base salary plus the greater of 2x average bonus (last two years) or a fixed floor, full equity vesting (2023/2024 RSUs/OP Units at target); change-in-control termination (double trigger) → 3x base salary plus the greater of 2x average bonus or fixed floor, pro-rated incentives, full equity vesting at target for 2023/2024 awards .
- Non-compete: Applies during employment and while severance is paid; one-year restrictive period following change-in-control .
Crowley’s specific agreement terms are not individually enumerated; disclosures reference current executive officers and updated award forms/policies that apply company-wide .
Performance & Track Record
| Metric | FY 2024 | Q2 2025 |
|---|---|---|
| Normalized FFO per share | $1.56 | $0.41 |
| Same-store cash NOI growth | 2.9% for year | 5.1% (highest in nine years) |
| Multi-tenant occupancy absorption | +149 bps in 2024 | +100 bps YoY; same-store occupancy 90% (sequential +40 bps) |
| Net debt to adjusted EBITDA | 6.4x at 12/31/2024 | ~6x; expected to move to mid-5s with asset sales |
Operational execution in CIO domain:
- Dispositions: $211M completed through July; ~$250M proceeds including loan repayment; ~$700M under contract/LOI; guidance raised to $800–$1,000M 2025; portfolio skewed to lower occupancy/margin/older vintage; increasing health system buyer activity and competitive bid depth support pricing (deal cap rates generally high-5s to ~7%) .
- Strategic plan: Exit non-core/weaker fundamentals markets; pivot to operations-oriented culture; leasing focus with escalators trending 3%–4% and high retention in 95% occupied core portfolio; $300M redevelopment/lease-up program targeting $50M NOI uplift over phased timeline in core markets (Denver, Dallas, Houston, Charlotte) .
Governance and pay feedback:
- 2024 say-on-pay approval fell to 75.3% (vs. five-year average ~95.1% prior to 2024); Committee simplified 2025 cash metrics and tied equity solely to relative/absolute TSR .
Compensation Structure Analysis
- Mix and at-risk: EVP compensation heavily at-risk via formulaic cash metrics and multi-year TSR-based equity plus time-based retention stock; equity target sizing uses salary multiples (2.5x retention; performance awards per plan), aligning with long-term TSR and FFO/NOI growth .
- 2025 retention grants: One-time, three-year cliff restricted stock for key executives (including Crowley) indicate retention priority during strategic pivot; acceleration only under narrow exceptions—reduces immediate selling pressure but creates a vesting overhang around the three-year mark .
- Policy guardrails: No single-trigger CIC; no excise tax gross-ups; clawback policy (NYSE-compliant, adopted Oct 30, 2023); anti-hedging and anti-pledging policies—support alignment and mitigate red flags .
Equity Ownership & Alignment (Detail)
| Holder | Shares | % Outstanding |
|---|---|---|
| Ryan E. Crowley | 167,734 | <1% (out of 350,996,169 shares as of 3/27/2025) . |
Stock ownership guidelines for EVPs require 3x salary and count restricted and unrestricted shares; executives historically met guidelines as of 4/1/2024 (pre-current team reorg) .
Employment Terms (Severance & CIC Economics) – Benchmarks from EVP Agreements
| Trigger | Cash Severance | Bonus / Incentive | Equity Treatment | Notes |
|---|---|---|---|---|
| Not for Cause / Constructive Termination | 18 months base salary | Greater of 2x average bonus (prior 2 years) or fixed floor (e.g., $435,375 for CFO; $483,570 for COO) | Full vesting; 2023/2024 RSUs/OP Units at target; pro-rata current period incentives | No single-trigger CIC; non-compete applies during severance . |
| Change-in-Control Termination (Double Trigger) | 3x base salary | Greater of 2x average bonus or fixed floor (e.g., $810,000 CFO; $900,000 COO) | Full vesting; 2023/2024 RSUs/OP Units at target; pro-rata incentives | No excise tax gross-ups . |
Note: Company updated award agreements so that termination without cause keeps performance awards outstanding to end of period, vesting based on actual performance, prorated for service; CIC termination vests at greater of target or actual at CIC .
Investment Implications
- Retention grant overhang and alignment: Crowley’s $750,000 restricted stock grant with three-year cliff vests in 2028, creating near-term retention and medium-term vesting supply; acceleration only under limited exceptions reduces forced selling risk; anti-hedging/pledging policies further mitigate misalignment .
- Pay-for-performance levers: Cash incentives tied to normalized FFO and same-store NOI, plus multi-year TSR equity, directly align Crowley’s incentives with deleveraging, lease-up, rate escalators, and disposition execution—key drivers for HR’s rerating; FY2024 and Q2 2025 metrics show momentum consistent with these levers .
- Ownership scale: Crowley’s beneficial ownership of 167,734 shares (<1%) indicates meaningful participation but not controlling influence; EVP stock ownership guideline (3x salary) frames expected ongoing accumulation, with elective salary-for-stock deferral program (up to 25% salary with 1.3x–2.0x share multiple based on 3–8 year restrictions) providing a structured path to increase alignment .
- Transition and governance risk: 2024 leadership changes (CEO/CFO departures), reconstituted Compensation Committee, and lower 2024 say-on-pay (75.3%) underscore governance scrutiny; the Committee’s 2025 simplification and TSR focus aim to restore investor confidence while Crowley executes large-scale asset sales and redevelopment .
- Execution watchpoints: Disposition pricing depends on competitive buyer pools and health system demand; financing rates (5.6%–low 6s all-in) and cap rates (high-5s to ~7%) are currently constructive; timing of $800–$1,000M dispositions drives leverage to mid-5s and supports FFO trajectory—monitor sale closes and lease-up NOI realization in core markets .
Overall signal: Crowley’s incentives are tightly coupled to operational earnings growth (FFO/NOI), TSR, and disciplined capital allocation/dispositions. Near-term investor signals hinge on disposition timing, lease escalators/retention in the 95%-occupied core portfolio, and phasing of the $50M NOI uplift program—each area he directly influences as CIO .
