Gerardo I. Lopez
About Gerardo I. Lopez
Independent director at Realty Income Corporation (ticker: O); age 65; director since 2018 (7-year tenure as of March 26, 2025). Former CEO across hospitality/entertainment with deep consumer-operations background; MBA, Harvard Business School; BA, George Washington University. Current committee: Compensation and Talent Committee; Board has determined he is independent under NYSE standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| SoftBank Investment Advisers | Executive-in-Residence; Operating Partner & Head of Operating Group | Exec-in-Residence: Oct 2021–Oct 2022; Operating Partner: Dec 2018–Oct 2021 | Led operating group; portfolio operational support. |
| High Bluff Capital Partners / Quiznos | Operating Partner; Executive Chairman (Quiznos) | Jun 2018–Dec 2018 | Turnaround/operator oversight at a consumer brand. |
| Extended Stay America, Inc. / ESH Hospitality, Inc. | President & CEO | Aug 2015–Dec 2017 | Led largest owner/operator of company-branded hotels in North America. |
| AMC Entertainment Holdings, Inc. | President & CEO | Mar 2009–Aug 2015 | Led reinvention of theater customer experience. |
| Starbucks Coffee Company | EVP; President, Global Consumer Products; Seattle’s Best Coffee & Foodservice | Sep 2004–Mar 2009 | Scaled consumer products; multi-brand oversight. |
| Handleman Company | President, Handleman Entertainment Resources | Nov 2001–Sep 2004 | Media distribution leadership. |
| International Home Foods | Executive management roles | 1997–2000 | Packaged foods operations. |
| PepsiCo, Inc. | Various executive roles | 1986–1996 | Consumer goods operations, marketing, sales. |
| Procter & Gamble Company | Management roles | 1983–1986 | Early career in CPG operations. |
External Roles
| Company | Role | Start Date | Notes |
|---|---|---|---|
| CBRE Group, Inc. (NYSE: CBRE) | Director | Oct 2015–present | Global real estate services; potential industry adjacency. |
| Newell Brands (NYSE: NWL) | Director | Apr 2018–present | Consumer products. |
Board Governance
- Independence: Board determined all directors except the CEO are independent; Lopez is independent.
- Committees: Member, Compensation and Talent Committee (chair: Priya Cherian Huskins). Committee met 6 times in 2024.
- Board structure: Independent, non-executive chair separate from CEO.
- Attendance: Board met 8 times in 2024; all directors attended at least 75% of Board and committee meetings; all directors attended 2024 annual meeting.
- Executive sessions: Regular executive sessions of independent directors.
Fixed Compensation
| Year | Component | Amount | Detail |
|---|---|---|---|
| 2024 | Fees Earned or Paid in Cash | $50,000 | Board retainer plus committee member fee (Compensation & Talent). |
| 2024 | Stock Awards (restricted stock grant value) | $207,000 | Annual grant of 4,000 restricted shares at $51.75 on May 30, 2024. |
| 2025 program changes (subject to shareholder approval) | Annual cash retainer | $100,000 | Increase from $35,000 to $100,000. |
| 2025 program changes (subject to shareholder approval) | Annual equity grant | $200,000 value | Shift from 4,000 shares to a $200,000 RS/RSU value, shares calculated at grant-date price. |
Performance Compensation
- Director equity is time-based restricted stock/RSUs; no performance metrics apply to director awards. Vesting schedule by years of service: | Years of Service at Grant | Vesting | |---|---| | < 6 years | 33.33% per year on each of first 3 anniversaries | | 6 years | 50% per year on each of first 2 anniversaries | | 7 years | 100% on first anniversary | | ≥ 8 years | Fully vested at grant |
Other Directorships & Interlocks
- Current public company boards: CBRE Group, Inc.; Newell Brands.
- Potential interlocks/conflicts: CBRE operates in real estate services (adjacent to Realty Income’s sector). Company discloses no related party transactions in 2024; Audit Committee oversees related party transaction reviews.
Expertise & Qualifications
- 37+ years in marketing, sales, operations; CEO experience in entertainment/hospitality; board experience across public/private companies; MBA (Harvard), BA (GWU).
- Committee-relevant skills: Human capital, pay-for-performance alignment via Compensation & Talent Committee service.
Equity Ownership
| Holder | Total Beneficial Ownership | % of Shares Outstanding | Breakdown |
|---|---|---|---|
| Gerardo I. Lopez | 28,000 shares | <0.1% | Includes 8,001 unvested restricted shares; 19,999 shares directly owned. |
- Director stock ownership guidelines: Minimum holding of 5× annual cash retainer ($35,000 for 2024), equal to 3,277 shares based on $53.41 year-end price; all directors met/exceeded requirement as of Dec 31, 2024.
- Anti-hedging/anti-pledging: Company prohibits hedging and pledging of company securities by directors.
- Deferred compensation: Directors may defer up to 100% of director retainer, equity awards, and other compensation under the Deferred Compensation Plan.
Governance Assessment
- Committee assignments and effectiveness: Lopez serves on the Compensation and Talent Committee overseeing executive pay, human capital management, clawback policy administration, and shareholder engagement on compensation; committee comprised entirely of independent directors and met 6 times in 2024.
- Independence and attendance: Board-determined independent; Board/committee-wide attendance thresholds met and full participation in the annual meeting, supporting engagement.
- Director compensation mix and alignment: 2024 mix weighted ~80% equity by grant value ($207k RS vs $50k cash), reinforcing alignment; 2025 changes increase cash retainer to $100k and standardize equity at $200k value—aligns with peers and reduces year-to-year variability, though raises guaranteed cash component.
- Ownership alignment: Beneficial ownership of 28,000 shares with unvested RS included, compliance with director ownership guidelines, and anti-hedging/pledging policies enhance alignment.
- Conflicts/related-party exposure: No related party transactions disclosed for 2024; Audit Committee actively reviews such matters; while Lopez’s CBRE board seat is industry-adjacent, no transactions with CBRE are disclosed.
- Compensation committee practices: Use of independent compensation consultant (Ferguson Partners Consulting L.P.) with no conflicts identified; annual risk assessment of compensation programs and clawback policy in place.
- RED FLAGS: None disclosed—no related-party transactions in 2024; Section 16 compliance met; pledging/hedging prohibited; formal clawback policy adopted.
Additional context relevant to investor confidence: Annual say‑on‑pay approval at 93.3% in 2024 indicates strong shareholder support for compensation practices that Lopez helps oversee as a Compensation & Talent Committee member.