Joshua P. Lewis
About Joshua P. Lewis
Joshua P. Lewis is Executive Vice President, Chief Investment Officer (CIO) of NNN REIT, Inc., effective August 1, 2025; age 52; joined NNN in 2008 and led Acquisitions as Senior Vice President, Head of Acquisitions since August 2022 prior to his CIO promotion . He is a cum laude graduate of Miami University (double major in finance and marketing) and a member of ICSC; prior experience includes 13 years in real estate capital markets and investment banking at BofA Securities and predecessor firms . Company performance context: NNN grew revenues from $771.6M (FY 2022) to $867.5M (FY 2024) and EBITDA from $704.2M* (FY 2022) to $792.1M* (FY 2024); NNN ranked at the 68.7th percentile TSR vs. Equity REIT peers for the 3-year period ending Dec 31, 2024 and has 35 consecutive years of dividend increases .
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD) | $771,618,000 | $826,090,000 | $867,468,000 |
| EBITDA ($USD) | $704,247,000* | $755,258,000* | $792,068,000* |
*Values retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| NNN REIT, Inc. | EVP, Chief Investment Officer | Aug 2025–Present | Leads real estate investments: structuring, negotiation, execution |
| NNN REIT, Inc. | SVP, Head of Acquisitions | Aug 2022–Aug 2025 | Played important role in portfolio growth; pragmatic leader and skilled negotiator |
| NNN REIT, Inc. | Acquisitions roles of increasing responsibility | 2008–2022 | Contributed to long-term acquisition strategy and execution |
| BofA Securities & predecessors | Real estate capital markets & investment banking | 13 years prior to 2008 | Senior roles advising/executing real estate financing transactions |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| ICSC | Member | N/A | Industry networking and market insight |
Fixed Compensation
| Component | Amount/Terms | Effective Date | Source |
|---|---|---|---|
| Base Salary | $375,000 per annum | Aug 1, 2025 | |
| Annual Bonus Eligibility | Determined by executive compensation policies; based on company and individual goals | Ongoing | |
| Equity Eligibility | Eligible under 2017 Performance Incentive Plan | Ongoing | |
| Benefits | Participation in executive benefit plans; 30 days PTO | Ongoing | |
| Fringe Benefits | $500/month car allowance; life insurance equal to Annual Salary; LTD coverage | Ongoing | |
| Expense Reimbursement | Ordinary/reasonable business expenses per policy | Ongoing |
Performance Compensation
NNN’s executive incentive design (applies company-wide, and Mr. Lewis’ annual bonus is determined under these policies):
- Annual Cash Bonus: 75% tied to Core FFO/share (threshold $3.20, target $3.30, max $3.40) and 25% tied to strategic/individual performance; 2024 Core FFO was $3.32, resulting in 120% of target payout for the financial component . Strategic objectives met/exceeded: acquisitions $565.4M at 7.7% yield, G&A $43.6M, leverage 40.5%, occupancy 98.5% .
- Long-Term Incentives: 70% performance-based restricted stock tied to 3-year relative TSR vs NAREIT All Equity REIT Index; 30% service-based restricted stock vesting ratably over 4 years; performance grant vesting on Jan 1, 2027 based on percentile outcomes (25th=25%, 50th=100%, 75th+=200%) .
| Metric | Weighting | Target | Actual (2024) | Payout | Vesting |
|---|---|---|---|---|---|
| Core FFO per share | 75% | $3.30 | $3.32 | 120% of target financial component | N/A |
| Strategic/Individual | 25% | Goal set per role | All corporate goals met/exceeded | 30–45% of base salary (NEOs) | N/A |
| Performance Shares (TSR) | 70% of LTI | 50th percentile | Comparator-based | 25–200% of target (by percentile) | Cliff on Jan 1, 2027 |
| Service RSUs | 30% of LTI | N/A | N/A | N/A | 25% per year over 4 years |
Additional design features: no stock options outstanding; dividends accrue and pay only upon vest for performance shares; clawback policy aligned with NYSE requirements; hedging/shorting/pledging prohibited .
Equity Ownership & Alignment
| Item | Detail | Source |
|---|---|---|
| Total Beneficial Ownership | 45,650 common shares (Direct) | |
| Ownership % of Outstanding | ~0.024% (45,650 / 188,033,598 shares outstanding as of Mar 17, 2025) | |
| Derivatives | None disclosed on Form 3 (Table II empty) | |
| Vested vs. Unvested | Not disclosed for Mr. Lewis; company-wide service RSUs vest 25% annually; performance RSUs cliff at 3 years | |
| Pledging/Hedging | Prohibited; no directors/executive officers have pledged shares | |
| Ownership Guidelines | Equity Retention Policy: CEO 5x salary; other Covered Persons 3x salary; progress reviewed annually |
Employment Terms
| Provision | Terms | Source |
|---|---|---|
| Position | EVP, Chief Investment Officer | |
| Severance Plan Participation | Executive Severance and Change of Control Plan | |
| Termination Multiple | 1.5x base salary and average bonus | |
| Change-of-Control Multiple | 2.0x base salary and average bonus (if terminated without cause/for good reason within CoC protection window) | |
| CoC Protection Window | 3 months before to 12 months after CoC | |
| Benefits in Termination Scenarios | Death/Disability: prorated target bonus; death: 2 months salary + 1 year health; vesting of unvested time-based; performance awards vest at target | |
| Termination w/o Cause or for Good Reason | Salary and bonus multiples; 1 year health; prorated target bonus if during CoC window; vesting of unvested time-based; pro-rated performance awards based on actual performance | |
| Retirement | Prorated bonus based on actual performance; vesting of unvested time-based; pro-rated performance awards based on actual performance | |
| Conditions | Restrictive covenants; release required (except death/disability) | |
| Excise Tax | Best-net cutback (no gross-up) |
Trading and Insider Activity
| Filing | Date | Key Details |
|---|---|---|
| Form 3 (Initial Ownership) | Aug 5, 2025 | 45,650 common shares (Direct); Officer title EVP, CIO |
No Form 4 transactions were surfaced in our document search to date; ongoing monitoring advisable .
Investment Implications
- Pay-for-performance alignment: Mr. Lewis’ variable comp will follow NNN’s established framework tied to Core FFO and 3-year relative TSR, with strict clawback and anti-hedging/pledging policies, supporting long-term value creation and risk control .
- Retention risk: Executive Severance Plan provides 1.5x/2.0x cash protections and equity vesting mechanics, mitigating near-term attrition risk while keeping discipline via restrictive covenants and no excise tax gross-ups .
- Ownership alignment: Current direct ownership is modest (~0.024% of shares outstanding), but subject to 3x salary ownership guidelines; expect future RSU/PSU grants to increase alignment; adherence to no-pledge policy removes a key red flag .
- Execution signals: As Head of Acquisitions, Lewis operated during a year with $565.4M acquisitions at 7.7% yields and strong operating metrics; promotion to CIO suggests confidence in deal leadership; monitor future acquisition volume, yields, and balance-sheet discipline for performance-linked payouts .