Lisa Palmer
About Lisa Palmer
Lisa Palmer (age 57) is President & CEO of Regency Centers (REG), serving as CEO since January 1, 2020 and President since January 1, 2016; she previously served as CFO (2013–2019). She holds a B.S. from the University of Virginia and an MBA from The Wharton School (University of Pennsylvania) . Under her leadership, REG’s 10-year TSR (2015–2024) outperformed peers by 27%, Core Operating EPS reached $4.13 in 2024, and same‑property leased rate hit a record 96.7% . Revenue and EBITDA grew across FY22–FY24 (see table; S&P Global data).
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenue ($, mm) | 1,213.3* | 1,310.9* | 1,439.3* |
| EBITDA ($, mm) | 818.1* | 839.6* | 939.8* |
| Net Income ($, mm) | 482.9 | 370.9 | 409.8 |
Values marked with * retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Regency Centers | Chief Executive Officer | 2020–present | Led portfolio/occupancy gains, COE EPS growth, TSR-aligned incentives . |
| Regency Centers | President | 2016–present | Executive leadership, capital allocation via Investment Committee . |
| Regency Centers | Chief Financial Officer | 2013–2019 | Balance sheet strength; capital markets expertise . |
| Regency Centers | SVP, Capital Markets | 2003–2013 | Financing/acquisitions to grow grocery‑anchored portfolio . |
| Regency Centers | Sr. Manager Investment Services; VP Capital Markets | 1996–2003 | Investment/markets roles building internal pipeline . |
| Accenture (Andersen Consulting) | Consultant | Pre‑1996 | Strategy/operations exposure . |
| General Electric | Financial Analyst | Pre‑1996 | Financial analysis foundation . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Federal Reserve Bank of Atlanta (Jacksonville Branch) | Chair | Current | Regional monetary oversight role . |
| Brooks Rehabilitation | Director | Current | Private healthcare organization governance . |
| United Way of Northeast Florida | Director | Current | Community engagement leadership . |
| Nareit | Executive member | Current | Industry leadership . |
| ULI | Member | Current | Real estate industry network . |
| ICSC | Board of Trustees member | Current | Retail real estate leadership . |
| ESH Hospitality (subsidiary of Extended Stay America) | Former Director | Prior | Board experience . |
Fixed Compensation
| Component | 2023 | 2024 | Notes |
|---|---|---|---|
| Base Salary ($) | 1,000,000 | 1,030,000 | +3.0% YoY . |
Performance Compensation
Annual Incentive Design (2024)
| Metric | Weight | Target | Actual/Result | Payout Multiple |
|---|---|---|---|---|
| Core Operating Earnings per Share | 80% | $4.01 | $4.13 | 1.50x . |
| Corporate Responsibility Objectives | 20% | Achieve progress | Achieved (ties to financial multiple when over target) | 1.50x . |
| 2024 Annual Incentive (CEO) | Target ($) | Actual ($) |
|---|---|---|
| Core Operating EPS portion | 1,496,000 | 2,244,000 |
| Corporate Responsibility portion | 374,000 | 561,000 |
| Total | 1,870,000 | 2,805,000 |
Long-Term Equity (Structure and 2024 Grants)
- Mix at target: 80% Performance Shares (PSUs) based on relative TSR vs FTSE Nareit Equity Shopping Centers Index; 20% time‑based RSUs .
- PSU vesting: cliff vest at end of performance period (2024–2026); RSUs vest 25% per year over 4 years .
| 2024 Grant (Feb 6, 2024) | Units (#) | Grant-date fair value ($) | Vesting |
|---|---|---|---|
| PSUs (target) | 77,158 | 4,502,941 | Earn-out based on 2024–2026 relative TSR; vests Feb 6, 2027 . |
| RSUs | 19,290 | 1,200,000 | 25% per year 2025–2028 . |
PSU performance curve (2024–2026 vs index): +20% → 2.0x; +10% → 1.5x; 0% → 1.0x; −10% → 0.5x; −20% → 0.0x .
Recent PSU outcomes: 2020–2022: 140%; 2021–2023: 105%; 2022–2024: 70% of target, reflecting relative TSR vs index .
Equity Ownership & Alignment
- Beneficial ownership (as of Mar 14, 2025): Lisa Palmer 139,923 shares; no shares pledged; <1% of outstanding (181,525,869 shares outstanding) .
- Stock ownership policy: senior officers must meet share ownership multiples (measured on 36‑month avg price) within 5 years; must retain 25% of after‑tax shares; hedging and pledging prohibited .
| Unvested/Unearned Equity (12/31/2024) | Shares (#) | Market value ($) |
|---|---|---|
| Unvested stock/RSUs | 92,046 | 6,804,961 |
| Unearned PSUs (2023–2025 plan, at target) | 68,241 | 5,045,057 |
| Unearned PSUs (2024–2026 plan, at target) | 79,616 | 5,886,011 |
| All values above use $73.93 per share at 12/31/2024 . |
Upcoming RSU vesting cadence (CEO) from outstanding awards:
- 7,730 on Jan 28, 2025; 43,795 on Feb 1, 2025; 7,821 in two tranches on Feb 1, 2025 & 2026; 12,795 in thirds on Feb 2, 2025–2027; 19,904 in quarters on Feb 6, 2025–2028 .
Note: REG reports no options outstanding for NEOs; equity awards are full‑value shares (RSUs/PSUs) .
Employment Terms
- Agreements: Severance/Change‑in‑Control (CIC) agreements (auto‑renew annually). In 2025, the CEO’s CIC multiple increased from 2x to 3x to align with market .
- Termination without Cause / Good Reason (outside CIC): 24 months base salary; 200% of avg annual cash bonus (3‑yr lookback); 24 months benefits; pro‑rata vesting on time‑based awards; PSUs pro‑rated to performance through termination .
- CIC (double trigger within 2 years): 36 months base salary; 300% of avg annual cash bonus; 36 months benefits; pro‑rated target bonus; time‑based awards vest in full; PSUs vest at higher of actual‑to‑date or target (or cash‑out if public status ends). Excise tax cutback/best‑net—no tax gross‑ups .
- Non‑compete/solicit: One‑year non‑solicitation of employees/customers; confidentiality and release required for benefits .
- Estimated payouts (as of 12/31/2024): Without Cause/Good Reason total $15,832,102; CIC total $27,752,266 .
- Clawbacks: Restatement (SEC Rule 10D‑1) and separate misconduct clawbacks in place; hedging/pledging prohibited .
Board Governance
- Board service: Director since 2018; CEO (not independent) and member of Investment Committee .
- Board leadership: Roles of Executive Chairman and CEO are separated; independent Lead Director presides over executive sessions .
- Meetings: Board held six meetings in 2024; all directors attended ≥75% of meetings; executive sessions of independent directors at every regular meeting .
- Governance hygiene: Prohibition on hedging/pledging; stock ownership guidelines; annual say‑on‑pay; robust oversight structure .
Say‑on‑Pay & Shareholder Feedback
| Year | Say‑on‑Pay approval |
|---|---|
| 2023 | >94.8% |
| 2024 | >96% |
Compensation Peer Group (Benchmarking)
- Targeting: Total direct compensation targeted around the median of peers; heavy at‑risk weighting .
- 2025 updates: Removed Spirit Realty (acquired), Cousins Properties & Hudson Pacific (size change); added The Macerich Company and Agree Realty to maintain comparability .
- Independent consultant: Semler Brossy supports Compensation Committee; no conflicts identified .
Performance & Track Record (context during tenure)
- 2024 highlights: Same‑property occupancy 96.7%; blended rent spreads >9% cash; started >$250mm in (re)development; ~$90mm acquisitions; COE EPS $4.13 (+>5% YoY adjusted); dividend raised 5.2%; credit upgrades (Moody’s A3, S&P A-) .
- Shareholder returns: 10‑yr TSR outperformance vs peers by 27% (2015–2024) .
- Relative TSR alignment: PSU outcomes 140% (2020–2022), 105% (2021–2023), 70% (2022–2024) tie realized equity to market‑relative performance .
Compensation Structure Analysis (signals)
- Mix and risk: High share of performance‑based pay (PSUs 80% of LTI) aligns with shareholder outcomes; options not used (reduces leverage) .
- Annual plan rigor: 2024 COE EPS grid required outperformance ($4.13 vs $4.01 target → 1.50x), ESG goals matched financial multiple (1.50x) .
- Governance features: Robust clawbacks; strict anti‑hedging/pledging; ownership/retention policy .
- CIC economics: CEO multiple increased to 3x; sizable potential payout ($27.8mm at YE24) could influence M&A dynamics .
Equity Ownership & Alignment (detail table)
| Item | Detail |
|---|---|
| Beneficial shares (3/14/2025) | 139,923 shares; <1% of class (181,525,869 shares o/s) . |
| Pledging/Hedging | Prohibited by policy . |
| Ownership guidelines | Multiple of salary; 5‑year compliance period; 25% share retention . |
| Unvested RSUs (12/31/2024) | 92,046 ($6.80mm at $73.93) . |
| Unearned PSUs (12/31/2024) | 68,241 ($5.05mm; 2023–2025 at target) and 79,616 ($5.89mm; 2024–2026 at target) . |
| Next vesting dates | 1/28/2025; 2/1/2025; 2/2/2025–2027; 2/6/2025–2028 (various tranches) . |
Employment & Contracts (detail table)
| Provision | Outside CIC | Within CIC (double trigger) |
|---|---|---|
| Cash severance | 24 months base + 200% avg bonus | 36 months base + 300% avg bonus |
| Benefits | 24 months | 36 months |
| Bonus | — | Pro‑rated target bonus |
| Equity | Pro‑rated vesting; PSUs pro‑rated to performance | Full vest; PSUs ≥ actual‑to‑date or target; cash‑out if public status ends |
| Tax | — | Best‑net or cutback; no gross‑ups |
| Restrictions | 1‑yr non‑solicit; confidentiality; release required | Same |
Board Service & Dual‑Role Implications
- Roles: CEO and director; not Board Chair; Investment Committee member .
- Structure: Separate Executive Chairman (Martin E. Stein, Jr.); independent Lead Director; frequent executive sessions mitigate CEO/board concentration risk .
- Independence: CEO is non‑independent; 9 of 11 nominees independent (2025 slate) .
Say‑on‑Pay, Clawbacks, Related Party
- Strong shareholder support: 2023 (94.8%), 2024 (96%+) approvals .
- Clawbacks: SEC‑compliant restatement policy and separate misconduct policy .
- Related parties: None requiring disclosure in 2024 .
Investment Implications
- Alignment: Heavy PSU weighting, strict ownership/retention rules, anti‑pledging, and robust clawbacks support strong pay‑for‑performance alignment .
- Retention and supply overhang: Multi‑year RSU/PSU vesting creates periodic settlement events (with tax withholding), but no options outstanding and anti‑pledging reduce forced‑sale risks; no pledges disclosed .
- Performance lens: 2024 operational outperformance (COE EPS beat, peak occupancy) translated into above‑target cash bonus; relative TSR PSU outcomes spanning 140%→70% evidence symmetric linkage to market conditions .
- CIC economics: The CEO’s 3x CIC multiple and $27.8mm illustrated payout could be a negotiation factor in strategic transactions; still structured as double‑trigger and without gross‑ups, moderating governance risk .
- Governance quality: Split chair/CEO structure with strong independent oversight and high say‑on‑pay votes reduces dual‑role concerns and indicates shareholder support for the program design .