Sean Vanderelzen
About Sean Vanderelzen
Sean Vanderelzen is Lineage’s Chief Human Resources Officer (since March 2016) and President – Europe (since January 2025); he is 53 and holds a bachelor’s degree in Management and Human Relations from Trevecca Nazarene University . He previously served as Vice President, Human Resources at Lineage and held leadership roles at General Motors, and currently serves on the board and compensation committee of the Global Cold Chain Alliance and chairs the private company committee of the HR Policy Association . Company operating performance most recently showed Q3 2025 revenue +3.1% YoY to $1,377M, Adjusted EBITDA +2.4% to $341M (24.8% margin, -10bps YoY), and AFFO +6.3% to $221M, with full-year 2025 guidance moved to the low end of prior ranges . The company’s executive compensation links pay to Management Adjusted EBITDA, AFFO, and Same Warehouse NOI growth, consistent with its pay-versus-performance framework .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Lineage, Inc. | Vice President, Human Resources | – Mar 2016 | Not disclosed |
| General Motors | Various leadership positions | Not disclosed | Not disclosed |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Global Cold Chain Alliance | Board member; Compensation Committee member | Current | Industry body representation |
| HR Policy Association | Board member; Chair, Private Company Committee | Current | Policy leadership |
Fixed Compensation
| Component | Terms | Amount/Detail |
|---|---|---|
| Base Salary | Continues at pre-assignment U.S. level during Jan 1, 2025 – Dec 31, 2026 | Amount not disclosed |
| Annual Bonus & Incentives | Based on U.S. practices, administered via U.S. payroll | Structure per U.S. programs |
| Relocation Allowance | One month’s salary, capped | Up to $25,000 (paid Jan 2025) |
| Property Management Allowance | U.S. home upkeep during assignment | $500/month |
| Host Housing | Furnished housing + utilities | ~€5,500/month |
| Host Vehicle | Leased vehicle with maintenance/insurance | Provided per local practices |
| Home Leave | Maintain U.S. connections | Up to 5 trips per 12 months |
| Goods & Services Allowance | Cost-of-living/exchange rate support | $10,000/year (each January) |
| Health & Benefits | Executive physical; CIGNA international coverage; U.S. retirement/welfare plans maintained | Provided per policy |
Performance Compensation
| Equity Incentive | Grant Mechanics | Vesting | Acceleration/Forfeiture |
|---|---|---|---|
| LTIP Units (Operating Partnership) | $1,000,000 divided by closing price of common stock on last trading day before grant; effective Jan 1, 2025 | Annual installments over 2 years, subject to continued service | If terminated without cause/for good reason/retirement/death/disability, vests additional tranche that would have vested at next vest date; other terminations forfeit unvested |
| Company Short-Term Bonus Metrics (Framework) | Weighting | Notes |
|---|---|---|
| Management Adjusted EBITDA (Company-wide) | 70% | Core financial driver for NEO bonus program |
| Individual Performance Objectives | 30% | Executive-specific strategic goals |
| Most Important Performance Measures Used to Link Pay to Performance | Notes |
|---|---|
| Management Adjusted EBITDA | Foundational to incentive design |
| Adjusted Funds From Operations (AFFO) | REIT cash flow alignment |
| Same Warehouse NOI Growth | Operational efficiency focus |
Equity Ownership & Alignment
- Stock ownership guidelines: CEO 6x salary; COO/CFO 4x; other executive officers (including CHRO) 3x; directors 5x annual cash retainer; compliance required by July 24, 2029 (or fifth anniversary of appointment) .
- Hedging/pledging prohibited: No options trading, short sales, zero-cost collars, forwards, margin purchases, or pledging of company securities; margin purchases/pledging are explicitly banned .
- Beneficial ownership: Individual share count for Mr. Vanderelzen not disclosed; no shares beneficially owned by any executive officer or director have been pledged as security .
- Pre-IPO liquidity: In 2024, Mr. Vanderelzen redeemed BGLH units for $1.1 million cash pursuant to legacy unit redemption program funded by Lineage Holdings .
Employment Terms
| Term | Details |
|---|---|
| Roles | President – Europe and CHRO during Jan 1, 2025 – Dec 31, 2026 |
| Reporting | President – Europe reports to Global COO; CHRO reports to CEO |
| Employment Status | Remains U.S.-employed; Netherlands host policies apply during assignment |
| Severance Plan Participation | Continues eligibility under Executive Severance Plan |
| Severance Amendment (Assignment Completion) | If terminated without cause/for good reason in connection with completion of assignment (including failure to continue employment at comparable level), cash severance multiple increases to 2.0x (vs. 1.0x standard or 1.5x change-in-control baseline) |
| LTIP Vesting Protection | On qualifying termination, vests additional LTIP tranche that would have vested at the next vest date; otherwise unvested LTIPs are forfeited |
| Clawback Policy | Adopted July 24, 2024; applies to Section 16 officers; recovery can include time- and performance-vesting equity |
| Severance Plan Amendment Constraints | Plan can be amended/terminated, but participant rights cannot be adversely affected within 12 months before termination or within 12 months before/after change of control; notice within 15 days of any amendment/termination |
| Tax Equalization | Deloitte-prepared U.S. and Netherlands returns; tax equalization with hypothetical U.S. tax withholding; settlement timeline constraints per letter |
Recent Company Performance Context
| Metric | Q3 2024 | Q3 2025 |
|---|---|---|
| Total Revenue ($M) | $1,335 | $1,377 |
| Adjusted EBITDA ($M) | $333 | $341 |
| Adjusted EBITDA Margin (%) | 24.9% | 24.8% |
| AFFO ($M) | $208 | $221 |
| AFFO per share ($) | $0.90 | $0.85 |
| Global Warehousing Revenue ($M) | $972 | $1,013 |
Guidance: FY 2025 Adjusted EBITDA $1,290–$1,305M; AFFO/share $3.20–$3.30; Q4 2025 Adjusted EBITDA $319–$334M; AFFO/share $0.68–$0.78 .
Investment Implications
- Compensation alignment: Equity-heavy incentives (LTIP units) and strict ownership/hedging/pledging policies support alignment; LTIP award is time-vesting over two years, which balances retention with equity exposure .
- Retention/transition risk: The assignment-linked severance amendment (2x multiple) and LTIP next-tranche vesting on qualifying termination reduce transition risk through Dec 31, 2026, but increase termination cost; watch for role continuity decisions near assignment end .
- Selling pressure: No options granted in 2024, and pledging/hedging bans mitigate forced selling; the 2024 redemption of legacy BGLH units ($1.1M) was pre-IPO and does not imply ongoing public share selling pressure .
- Performance levers: Company uses Management Adjusted EBITDA, AFFO, and Same Warehouse NOI growth to drive payouts; near-term guidance moved to the low end suggests cautious operating backdrop, particularly U.S. occupancy and tariffs impacting NOI, which may temper bonus outcomes under company frameworks .