Michael E. Lentz
About Michael E. Lentz
Executive Vice President, Development, Design & Construction at Host Hotels & Resorts (HST). Retirement-eligible as of December 31, 2024 under HST’s plan (age ≥55, ≥5 years of service, age+service ≥68) . 2024 achievements include delivery and savings on >150 capex projects ($653M spend, ~$28M savings) and >1,000 hotel ops projects ($98M spend, ~$5.5M savings), hurricane remediation and resiliency planning, brand repositioning, transformational renovations, and leadership of ESG and green bond initiatives . Company performance during 2021–2024: Revenues rose from $1.858B to $3.426B and EBITDA from $0.535B to $1.540B, supported by strong 2022–2024 results and 93rd percentile TSR vs NAREIT Lodging & Resorts Index for 2022–2024 . Revenues citations in table; EBITDA values marked with asterisks and disclaimer below.
Past Roles
Not disclosed in latest proxy.
External Roles
Not disclosed in latest proxy.
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | $500,000 | $500,000 | $550,000 |
| Target Bonus (% of Salary) | — | — | 100% |
| Actual Annual Incentive ($) | $742,400 | $983,600 | $906,600 |
| Stock Awards ($) | $1,276,989 | $1,606,462 | $1,723,537 |
| All Other Compensation ($) | $190,896 | $157,503 | $173,552 |
| Total Compensation ($) | $2,710,286 | $3,247,565 | $3,353,689 |
2024 perquisites and tax reimbursements:
| Component | Amount ($) |
|---|---|
| Perquisites and other personal benefits | $26,376 |
| Tax reimbursements on perquisites | $24,642 |
Performance Compensation
2024 Annual Cash Incentive Breakdown
| Metric | Target | Actual Payout ($) | Notes |
|---|---|---|---|
| Capex Cash Flow | Target overall 100% of salary | $616,000 | Metric-specific weighting not disclosed |
| ROIC | Target overall 100% of salary | $125,529 | Metric-specific weighting not disclosed |
| Individual Performance | Target overall 100% of salary | $165,000 | Based on 2024 achievements |
| Total Annual Incentive | $550,000 (100% of salary) | $906,600; 165% of target | — |
Long-Term Incentive (RSUs/PSUs) Design and Outcomes
- Design: No options granted since 2016; LTI comprised of time-based RSUs (3-year ratable vesting) and performance-based RSUs tied to Adjusted EBITDAre (3-year cliff vest) and relative TSR vs NAREIT Lodging & Resorts Index (3-year cliff vest). 2022 awards vest in 2025; 2023 in 2026; 2024 in 2027 .
- 2024 Adjusted EBITDAre targets/results (in $ millions): Threshold $1,472; Target $1,635; High $1,799; Actual $1,656 (slightly above target) .
- 2022–2024 TSR: Actual at 93rd percentile (High) vs NAREIT Lodging & Resorts Index; TSR RSUs earned at High .
2022–2024 Performance RSUs earned vs forfeited (eligible vesting assessed in early 2025):
| Metric | Granted (High) | Target | Earned | Forfeited |
|---|---|---|---|---|
| Adjusted EBITDAre (2022–2024) | 33,572 | 16,786 | 26,892 | 6,680 |
| Relative TSR (2022–2024) | 33,572 | 16,786 | 33,572 | — |
Outstanding Equity Awards (as of 12/31/2024)
Time-based RSUs (3-year ratable vesting):
| Grant Date | Unvested RSUs (#) | Market Value ($) |
|---|---|---|
| 9-Feb-2022 | 7,461 | $130,717 |
| 8-Feb-2023 | 17,046 | $298,646 |
| 7-Feb-2024 | 31,239 | $547,307 |
Performance-based RSUs (cliff vest after 3-year period):
| Grant Date | Unearned RSUs (#) | Market/Payout Value ($) |
|---|---|---|
| 9-Feb-2022 | 67,144 | $1,176,363 |
| 8-Feb-2023 | 67,116 | $1,175,872 |
| 7-Feb-2024 | 46,858 | $820,948 |
Options (legacy; no new grants since 2016):
| Grant Date | Exercisable | Unexercisable | Strike ($) | Expiration |
|---|---|---|---|---|
| 14-Mar-2016 | 13,980 | — | $16.87 | 14-Mar-2026 |
Option/stock vesting and exercises in 2024:
| Shares Vested in 2024 (#) | Value Realized on Vesting ($) |
|---|---|
| 110,837 | $2,174,715 |
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Beneficial ownership (common shares, 2/28/2024) | 200,363 |
| Ownership % of outstanding | <0.1% (denoted “*”) |
| Stock ownership guidelines | Required for senior management; retain 75% of net “Covered Shares” until guidelines met; all NEOs met requirements in 2023 |
| Hedging/pledging | Prohibited; no securities pledged by executives/directors; prohibition on margin accounts and derivatives |
| 10b5-1 plans | None in place for senior management as of 2023 |
Employment Terms
| Provision | Terms |
|---|---|
| Employment contracts | None for executive officers |
| Severance (non-CIC) | 1x salary + 1x average annual incentive (prior 3 years) for executives other than CEO; RSUs vesting per plan; up to 18 months benefits continuation; vested deferred comp balance |
| Change-in-control (CIC) | Double-trigger (CIC + termination without cause or resignation for good reason); 2x salary + 2x average annual incentive (prior 3 years) for executives other than CEO; pro-rata target annual incentive; up to 18 months benefits continuation; accelerated vesting of all RSUs (performance RSUs at “High” level) |
| Non-compete | One-year non-competition required to receive CIC benefits |
| Clawback | Policy authorizing recoupment of compensation from misstatement of financial results |
| Tax gross-ups | None on CIC or severance; excise taxes borne by executive |
Quantified severance/CIC economics (hypothetical as of 12/31/2024):
| Scenario | Termination Payment ($) | Target Annual Cash Incentive ($) | RSUs ($) | Benefits ($) | Deferred Comp ($) | Total ($) |
|---|---|---|---|---|---|---|
| Severance (non-CIC) | $1,427,533 | — | $1,521,805 | $56,227 | $1,025,622 | $4,031,186 |
| CIC (double-trigger) | $2,855,067 | $550,000 | $5,138,791 | $56,227 | $1,025,622 | $9,625,706 |
Deferred compensation plan (2024):
| Exec Contributions | Company Match | Discretionary Match | Aggregate Earnings | Aggregate Balance |
|---|---|---|---|---|
| $183,801 | $49,767 | $49,767 | $94,381 | $1,025,622 |
Company Performance Context (FY 2021–FY 2024)
| Metric | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|
| Revenues ($) | $1,858,000,000 | $3,014,000,000 | $3,244,000,000 | $3,426,000,000 |
| EBITDA ($) | $535,000,000* | $1,425,000,000* | $1,461,000,000* | $1,540,000,000 |
*Values retrieved from S&P Global.
Additional performance metrics used in compensation:
- Adjusted EBITDAre targets and actuals for 2024: Threshold $1,472M, Target $1,635M, High $1,799M, Actual $1,656M .
- Relative TSR for 2022–2024: 93rd percentile (High) vs NAREIT Lodging & Resorts Index .
Investment Implications
- Strong pay-for-performance alignment: 2024 annual incentive paid at 165% driven by Capex Cash Flow, ROIC, and quantified individual achievements; LTI outcomes reflect slightly above-target Adjusted EBITDAre and High TSR (93rd percentile) .
- Retention and selling pressure: Meaningful unvested time-based and performance RSUs across 2022–2024 cycles with cliff vesting in 2025–2027; prohibition on hedging/pledging and 75% retention of net shares until ownership guidelines met mitigate near-term selling pressure, though vesting events (e.g., 110,837 shares vested in 2024) can create liquidity needs .
- Contractual protections and risks: Market-standard severance and CIC double-trigger terms, one-year non-compete, no gross-ups; performance RSUs accelerate at High on CIC—significant potential payout indicates sensitivity to strategic transactions .
- Execution track record: Demonstrated operational discipline with under-budget delivery and resiliency investments; leadership in ESG and capital programs supports long-run asset value creation—key for a lodging REIT’s cycle management .