Douglas J. Healey
About Douglas J. Healey
Douglas J. Healey is Senior Executive Vice President, Head of Leasing at The Macerich Company and an executive officer since 2018; he was appointed SEVP, Head of Leasing in March 2020 after serving as EVP of Leasing (2016–2020) and joined Macerich in May 2005 following the Wilmorite portfolio acquisition; he is 61 and a member of the International Council of Shopping Centers . Company performance metrics used in executive pay tied to his incentives show 2024 year-end reported occupancy of 95.9%, same-center NOI growth of 2.99%, and Net Debt/EBITDA improved to 7.95x, all feeding into above-target annual bonus outcomes; MAC’s 2024 corporate scorecard paid at 105.5% of target and Healey’s bonus paid at 130.5% of his target . Longer-term, performance-based LTIP programs track above target for 2023 and 2024 (projected payouts 130.8% and 194.6% of target for the portions measured to date), with a relative TSR modifier and an absolute TSR cap governing final outcomes .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| The Macerich Company | SEVP, Head of Leasing | Since Mar-2020 | Directs strategic leasing across portfolio, including merchandising, specialty leasing, and alternative revenue . |
| The Macerich Company | EVP, Leasing | Mar-2016–Mar-2020 | Led leasing momentum and portfolio occupancy initiatives . |
| The Macerich Company | SVP, Leasing | May-2005–Mar-2016 | Joined post-Wilmorite acquisition; expanded merchandising expertise across assets . |
| Wilmorite Properties | Leasing roles | 1991–2005 | Developed retail merchandising expertise prior to acquisition by Macerich . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| International Council of Shopping Centers | Member | — | Industry engagement and market intelligence in retail leasing . |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 500,000 | 517,260 | 600,000 |
| Target Annual Cash Bonus ($) | — | — | 750,000 |
| Target Bonus (% of Salary) | — | — | 125% (750,000 / 600,000) |
| All Other Compensation ($) | 22,541 | 29,064 | 34,592 |
Note: Healey’s base salary was increased to $600,000 effective October 30, 2023 based on market review and expanded responsibilities .
Performance Compensation
Annual Incentive (2024)
| Component | Weight | Target | Actual | Payout (% of Target) | Weighted Payout |
|---|---|---|---|---|---|
| Net Debt to EBITDA Reduction | 15% | 8.5x | 7.95x | 200% | 30.0% |
| Year-End Reported Occupancy | 10% | 95.4% | 95.9% | 183.3% | 18.3% |
| Same Center NOI Growth | 15% | 2.75% | 2.99% | 148% | 22.2% |
| Disposition of Assets | 10% | 1 asset sold | 2 of 3 sold | 100% | 10.0% |
| Redevelopment & Leasing | 15% | 3 of 4 objectives | 3 of 4 achieved | 100% | 15.0% |
| Environmental Initiatives | 10% | 3 of 4 objectives | 3 of 4 achieved | 100% | 10.0% |
| Corporate Scorecard Total | 75% | — | — | 105.5% | — |
| Individual Performance | 25% | 100% | 100% | 100% | 25.0% |
| Total Annual Bonus Payout | 100% | — | — | 130.5% | — |
| Name | 2024 Target ($) | Actual Cash Bonus ($) | Notes |
|---|---|---|---|
| Douglas J. Healey | 750,000 | 978,750 | Individual performance praised for leasing leadership and specialty leasing responsibilities . |
Long-Term Incentives (2024 Grants)
| Award | Grant Date | Approval Date | Threshold (#) | Target (#) | Maximum (#) | Grant-Date Fair Value ($) | Vesting / Performance |
|---|---|---|---|---|---|---|---|
| Performance-Based LTIP Units | 02/15/2024 | 02/12/2024 | 14,968 | 37,420 | 84,195 | 649,985 | 3-year period (01/01/2024–12/31/2026); metrics: Net Debt/EBITDA 65%, Year-End Occupancy 35%; TSR modifier ±20%, Absolute TSR cap . |
| Service-Based LTIP Units | 02/15/2024 | 02/12/2024 | — | — | — | 735,924 | Vests in equal installments on 12/31/2025 and 12/31/2026, subject to continued employment . |
Outstanding and Vested Awards (as of 12/31/2024)
| Metric | Count | Value ($) |
|---|---|---|
| Unvested Service-Based LTIP Units | 73,026 | 1,454,688 |
| Unearned Performance-Based LTIP Units (Not Vested) | 111,715 | 2,225,361 |
| 2024 Stock Awards Vested (PB + SB LTIPs) | 70,635 units | 1,407,049 value realized |
| Options Outstanding | None held by NEOs at 12/31/2024 | — |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (Common) | 78,427 shares; less than 1% of common outstanding . |
| OP Units (exchangeable) | 297,104 OP Units, exchangeable 1:1 for common . |
| Shares Outstanding | 252,648,795 common shares as of 03/28/2025 . |
| Stock Ownership Guidelines | Other NEOs must own 3x base salary; 50% net-after-tax retention until met; all NEOs in compliance . |
| Anti-Hedging / Anti-Pledging | Hedging and short sales prohibited; pledging discouraged and prohibited if guidelines unmet; no current pledges by directors/executives . |
| Holding Period | 50% net-after-tax shares must be retained until guidelines met . |
Employment Terms
| Scenario (as of 12/31/2024) | Cash Severance ($) | COBRA/Outplacement ($) | Equity Awards Acceleration ($) | Total ($) |
|---|---|---|---|---|
| Qualifying Termination (outside CIC) | 3,035,250 | 30,612 | 1,798,046 | 4,863,908 |
| Retirement | — | — | 2,627,886 | 2,627,886 |
| Death | — | — | 2,038,706 | 3,238,706 (incl. $1.2M life insurance) |
| Disability | — | — | 2,038,706 | 2,038,706 |
| Change in Control + Termination | 5,320,500 | 58,723 | 2,627,886 | 8,007,109 |
- Plan design: As a Tiered Severance Plan participant, Tier 2 executives receive 1.5x of base salary plus the average of prior three years’ annual cash incentive, pro-rata current-year bonus, and 18 months of COBRA; time-based LTIP units accelerate and performance-based LTIPs vest based on actual performance at period end; change-in-control uses a defined “CIC period” with benefits per plan .
- Equity vesting under CIC: double-trigger acceleration applies; performance-based awards vest based on actual performance through the CIC date .
Performance & Track Record
- 2024 leasing execution and specialty leasing leadership: Committee recognized Healey for galvanizing leasing teams to rank spaces, set new revenue targets, and drive occupancy .
- Corporate operational results tied to incentive payout: achieved near-maximum reported occupancy (95.9%), above-target NOI growth (2.99%), and maximum payout on leverage reduction (Net Debt/EBITDA 7.95x), supporting 130.5% annual bonus payout .
- LTIP pay-for-performance: 2023 and 2024 LTIP tranches tracking above target with a +20% relative TSR modifier; 2022 LTIP paid 85.17% of target over the three-year period .
Compensation Governance and Peer Benchmarking
- Pay mix emphasizes “at risk”: For other NEOs (incl. Healey), >75% of average target compensation is performance-based .
- Compensation Committee and consultant: FW Cook provides peer reviews; peer group includes mall/shopping center and other relevant REITs (e.g., Simon Property Group, Regency Centers, Kimco Realty, Federal Realty, Tanger) used to inform—not dictate—decisions; no fixed target percentile is set .
- Say-on-Pay: 91% approval at 2024 annual meeting; no changes made in response .
- Policies: clawback compliant with SEC rules; no excise tax gross-ups; no repricing; robust ownership and anti-hedging/pledging policies .
Vesting Schedules and Potential Selling Pressure
| Award | Unvested Units (#) | Key Dates | Potential Pressure |
|---|---|---|---|
| 2023 Service-Based LTIPs | 44,366 aggregate LTIPs listed across NEOs; Healey portion unvested 16,282 + 28,084 units detail in NEO breakdown | Vest 12/31/2025 | Year-end vesting may trigger tax-withholding sales; executives must retain 50% net-after-tax until guidelines met . |
| 2024 Service-Based LTIPs (Healey) | 18,950 unvested portion | Vest 12/31/2025 and 12/31/2026 | Staggered vesting could lead to periodic sell-to-cover transactions; options not outstanding . |
| 2024 Performance-Based LTIPs (Healey) | Target 37,420; current unearned 111,715 units total reported in table reflects broader holdings | Measurement period ends 12/31/2026 | Final payout sensitive to leverage, occupancy, and relative TSR; upside capped by Absolute TSR cap . |
Equity Ownership & Alignment Details
| Ownership Aspect | Status |
|---|---|
| Total beneficial ownership | 78,427 common shares plus 297,104 OP Units; <1% of outstanding common . |
| Options | None outstanding as of 12/31/2024 . |
| Pledging/Hedging | Prohibited per policy; no pledges reported by any current directors/executive officers . |
| Ownership guidelines | 3x base salary for NEOs; all in compliance; 50% net-after-tax retention until met . |
Employment Terms – Severance & Change-of-Control Economics
- Tiered multiples: Tier 2 executives receive 1.5x salary+bonus average; pro-rata annual bonus; COBRA premium coverage for 18 months; outplacement services; time-based LTIP acceleration and performance LTIPs vest by actual performance post-termination .
- CIC treatment: double-trigger equity vesting; performance-based LTIPs vest based on actual performance measured at CIC; Healey’s disclosed CIC termination total would be $8,007,109, primarily from cash severance and equity acceleration .
- Clawback: recovery of incentive-based compensation upon restatements, regardless of fault, with a three-year look-back .
Investment Implications
- Alignment: Healey’s pay is tightly linked to leasing outcomes and balance sheet deleveraging via corporate scorecard and multi-year LTIP metrics, aligning incentives with occupancy, NOI growth, and leverage reduction .
- Retention and sale pressure: No options outstanding and robust anti-pledging policy reduce forced selling risks, but year-end vesting schedules (Dec 2025 and Dec 2026) may drive periodic sell-to-cover activity; ongoing 3-year LTIP measurement to 2026 sustains retention incentives .
- Downside protections and costs: Severance economics (especially CIC scenarios) create moderate cash obligations; double-trigger vesting mitigates single-trigger concerns, and clawback policy reduces governance risk .
- Governance support: Strong say-on-pay (91%) and use of independent consultant with no fixed percentile targeting indicate balanced pay decisions; focus remains on at-risk compensation and operating/TSR performance .