Timothy J. Triche, MD

About Timothy J. Triche, MD

Independent director of LTC Properties since 2000 (age 80), Dr. Triche is Director of the Center for Personalized Medicine at Children’s Hospital Los Angeles (since July 2010), previously Chair of its Department of Pathology and Laboratory Medicine, and a Professor of Pathology and Pediatrics at USC’s Keck School of Medicine (since 1988) . He brings deep healthcare and translational medicine expertise to LTC’s board, with current external roles in private life sciences ventures (see External Roles) .

Past Roles

External Roles

Board Governance

• Independence: The Board has affirmatively determined all current directors and 2025 nominees (except Executive Chairman Wendy L. Simpson) are independent under NYSE standards; Dr. Triche is independent .
• Committee assignments and chair roles (2024):
  • Compensation Committee – Chair; 7 meetings in 2024
  • Audit Committee – Member; 6 meetings in 2024
  • Environmental, Social & Governance Committee – Member; 4 meetings in 2024
  • Investment Committee – Member; 5 meetings in 2024
  • Nominating & Corporate Governance Committee – Member; 4 meetings in 2024
• Board structure and practices: Five fully independent committees; majority-vote standard in uncontested elections; annual director elections; lead independent director role and executive sessions of independent directors .
• Attendance and engagement: Board held 8 meetings in 2024; each director attended at least 75% of Board and applicable committee meetings; all directors attended the 2024 Annual Meeting .

Fixed Compensation

• Director equity grant and vesting (2024 awards outstanding at 12/31/2024):

  • 3,179 unvested restricted shares; vests on the earlier of May 22, 2025 (one-year anniversary) or the next annual meeting .
  • No stock options outstanding .

• Director fee schedule (illustrative for 2024):

  • Quarterly director retainer: $15,000 (Jan–May); $17,500 (Jun–Dec) .
  • Quarterly Committee Chair retainers (each): $6,250 (unchanged across 2024) .
  • Quarterly Committee membership fee (per committee): $1,250 .
  • Lead Independent Director quarterly retainer: $2,500 (Jan–May); $6,250 (Jun–Dec) .

Performance Compensation

Other Directorships & Interlocks

• Public company directorships: None disclosed for Dr. Triche; his listed directorships are private companies (Avrok, NanoValent; InteroOme founder/chair/CMO) .
• Compensation Committee interlocks: None; all Compensation Committee members (including Chair Dr. Triche) were independent, and there were no interlocks under SEC rules .

Expertise & Qualifications

• Healthcare and life sciences expertise from senior academic and clinical leadership (CHLA; USC Keck) and biotech governance roles .
• Extensive board and committee experience at LTC: chairs Compensation; serves on Audit, ESG, Investment, and Nominating & Corporate Governance Committees .
• Independence and broad committee coverage support board effectiveness and oversight balance .

Equity Ownership

Governance Assessment

• Strengths

  • Independent director with healthcare domain depth; affirmed independent under NYSE standards .
  • Chairs Compensation Committee; committee is fully independent; uses an independent compensation consultant (FW Cook) to benchmark and review programs .
  • Broad committee participation (Audit, ESG, Investment, NCGC) enhances cross-committee oversight; all committees comprised solely of independent directors .
  • Solid shareholder-alignment policies: majority voting, annual elections, lead independent director and executive sessions, and strict anti-hedging/anti-pledging .
  • 2024 Say-on-Pay approval ~92%, signaling broad investor support for compensation design .

• Potential Risks / Red Flags

  • One late Section 16(a) filing by Dr. Triche (administrative compliance lapse) .
  • Long tenure (director since 2000) may raise refreshment considerations; however, the Board has been refreshed recently (e.g., added Bradley J. Preber in 2024, nominated Jeffrey C. Hawken for 2025) .
  • Mid-2024 increase in cash retainers modestly shifts director pay mix toward fixed compensation (though equity remains a material component) .

• Conflicts / Related-Party Exposure

  • No transactions within the scope of the Related Persons Transactions Policy since the beginning of 2024; Board reviews related person transactions for fairness and independence impacts .
  • Board reaffirmed independence of all directors except the Executive Chairman; Dr. Triche’s private company roles are not associated with disclosed LTC related-party transactions .

Director Compensation Mix (2024 snapshot)

Appendix – Committee Membership Summary (2024)