Marshall A. Loeb
About Marshall A. Loeb
Marshall A. Loeb, 62, is an independent director of Lamar Advertising Company and has served on the Board since 2018. He is President, Chief Executive Officer, and a director of EastGroup Properties, Inc., a self-administered equity REIT focused on industrial properties. He previously served as President & Chief Operating Officer of Glimcher Realty Trust (2005–2015) and as Chief Financial Officer of Parkway Properties, Inc. (2000–2005), bringing more than 25 years of public REIT and finance experience to Lamar. The Board classifies Mr. Loeb as an independent director under Nasdaq standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Glimcher Realty Trust | President & Chief Operating Officer | 2005–2015 | Senior operating leadership at a public REIT; retail REIT experience |
| Parkway Properties, Inc. | Chief Financial Officer | 2000–2005 | REIT CFO experience and finance expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| EastGroup Properties, Inc. | President, Chief Executive Officer, and Director | Current | Public industrial REIT; extensive real estate and finance expertise |
Board Governance
- Committee assignments: Audit Committee member (committee composed of Stephen P. Mumblow (Chair), Thomas V. Reifenheiser, Marshall Loeb, and John E. Koerner, III).
- Independence: Board determined Mr. Loeb is an “independent director” under Nasdaq listing standards.
- Attendance and engagement: In 2024, the Board met 4 times; Audit 5, Compensation 4, Nominating & Governance 2. Each director attended at least 75% of aggregate Board and assigned committee meetings; all directors attended the 2024 annual meeting except Mr. Reifenheiser (implying Mr. Loeb attended).
- Executive sessions: Independent directors met in executive session twice in 2024.
- Audit Oversight: Mr. Loeb is included among signatories of the Audit Committee’s report to stockholders.
Fixed Compensation
| Component | 2024 |
|---|---|
| Fees Earned or Paid in Cash ($) | $57,500 |
| Director Equity (Grant-Date Fair Value, $) | $80,000 |
| Cash fee policy (structure) | Base annual fee $50,000; Audit Committee member fee $7,500; additional chair fees if applicable (Audit Chair $20,000; Compensation and Nominating & Governance Chairs $9,000) |
Notes: 2024 non-employee director fees are paid in cash; committee membership fees are paid semi-annually; chair fees are additional.
Performance Compensation
| Equity Program | Grant Practice | Vesting | Performance Metrics |
|---|---|---|---|
| Annual Restricted Stock (non-employee directors) | Automatic grant upon election/re-election | 50% vests on grant; 50% vests on last day of one-year term | None (time-based vesting) |
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlocks / Potential Conflicts |
|---|---|---|---|
| EastGroup Properties, Inc. | President, CEO, Director | Not disclosed | No related-party transactions involving Mr. Loeb disclosed by Lamar |
Compensation Committee interlocks: None disclosed (and Mr. Loeb is not on the Compensation Committee).
Expertise & Qualifications
- More than 25 years of public REIT experience across CEO, COO, and CFO roles; extensive real estate and finance expertise; brings strategic perspective from diverse executive roles in the REIT sector.
- Independent Audit Committee member, contributing to financial oversight and risk monitoring.
Equity Ownership
| Metric | Value |
|---|---|
| Class A Shares Beneficially Owned | 5,192 shares (<1% of class) |
| Pledged Shares | No pledging footnote indicated for Mr. Loeb in the beneficial ownership table/notes |
| Hedging/Pledging Policies | Company states it does not maintain policies that prevent directors/employees from engaging in hedging transactions (beyond insider trading policy) |
Governance Assessment
-
Positives
- Independent director with deep REIT operating and finance background; serves on the Audit Committee, supporting financial reporting integrity and risk oversight.
- Attendance and engagement: at least 75% participation; attended the 2024 annual meeting.
- Director compensation mix includes meaningful equity; Mr. Loeb’s equity grant fair value exceeded cash fees in 2024, signaling alignment with shareholders (time-based vesting).
- No related-party transactions involving Mr. Loeb disclosed.
- Company adopted a Dodd-Frank-compliant compensation recovery (clawback) policy effective October 2, 2023.
- Stockholders supported Say-on-Pay with >99% approval in 2023, indicating broad investor support for pay practices.
-
Watch items / Potential red flags (Board-level context, not specific to Mr. Loeb unless noted)
- Dual-class control and significant family ownership with pledged shares: 9,000,000 Class B shares held by Reilly Family, LLC are pledged as collateral; Class B carries 10 votes per share, concentrating control.
- Related-party dealings with entities owned by members of the controlling family (e.g., REV/EATEL), albeit modest in dollar amount in 2024 (~$25,000 paid by Lamar to EATEL; ~$290,000 contracted by EATEL to Lamar). Oversight rests with Audit Committee.
- Hedging policy: Company does not prohibit directors from hedging Lamar equity, which some investors view as misaligned with long-term shareholder interests.
Overall: Mr. Loeb’s independence, Audit Committee service, and extensive REIT leadership profile are positives for board effectiveness and investor confidence. Company-level governance features (dual-class control, permitted hedging, and related-party activity) warrant continued monitoring, though no Loeb-specific conflicts are disclosed.