Aaron R. Reyes
About Aaron R. Reyes
Executive Vice President and Chief Financial Officer of Sunstone Hotel Investors, Inc. since March 7, 2022; previously SVP–Corporate Finance and Treasurer (Feb 2021) and Vice President–Corporate Finance (Apr 2016) . Promoted to Executive Vice President in 2024; subject to EVP stock ownership guidelines with compliance required by January 1, 2029 . Education: B.S. in Finance, Pepperdine University; MBA (Real Estate), UCLA Anderson; prior roles in real estate and lodging investment banking at Morgan Stanley and Bank of America Merrill Lynch, and management consulting at Accenture . 2024 performance context: AFFO per share achieved at $0.80 (Threshold) ; pay-versus-performance shows Company TSR value of $100 investment at $91.84 in 2024 (vs $80.68 in 2023), and AFFO per share of $0.80 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Morgan Stanley; Bank of America Merrill Lynch | Real estate and lodging investment banking | — | Capital markets and lodging REIT finance experience supporting CFO role |
| Accenture | Manager (consulting) | — | Process and systems experience relevant to finance and IT upgrades |
Years not disclosed in SEC filings.
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 320,673 | 400,000 | 450,000 |
| Annual Bonus Threshold (% of salary) | 50% | 50% | 50% |
| Annual Bonus Target (% of salary) | 100% | 100% | 100% |
| Annual Bonus Maximum (% of salary) | 150% | 150% | 150% |
| Actual Bonus Paid ($) | 438,750 | 441,637 | 322,031 |
- Amendment effective Feb 18, 2025 increased Reyes’ bonus percentages to 57.5%/115%/172.5% of salary (threshold/target/maximum) .
Performance Compensation
2024 Annual Cash Incentive – Metrics, Targets, Actuals, and Payout (EVP–CFO)
| Metric | Weight of Total Bonus | Target | Actual | Payout ($) |
|---|---|---|---|---|
| AFFO per Share | 15.00% | $0.89 | $0.80 | 33,750 |
| Capital Recycling (5-point scale) | 26.25% | 3.0 | 2.0 | 88,594 |
| Investment/Rebranding (5-point scale) | 18.75% | 3.0 | — (below Threshold) | — |
| Asset Management (5-point scale) | 15.00% | 3.0 | 2.0 | 50,625 |
| Individual Objectives (5-point scale) | 25.00% | 3.0 | 2.43–4.30 (NEO-specific) | 149,063 |
| Total | 100% | — | — | 322,031 |
- Notable 2024 accomplishments for Reyes: refinanced JW Marriott New Orleans with $100M unsecured term loan; executed $27M share repurchases; led accounting, tax and IT; initiated accounting/reporting system upgrade; expanded investor outreach; oversaw ESG program .
Annual Equity Awards – Design (granted Feb 2024)
- 75% Performance RSUs: 3-year performance; vest based on Relative TSR vs FTSE Nareit Lodging/Resorts Index (≥$500M market cap); Threshold 30th percentile=50% payout, Target 55th=100%, Maximum ≥80th=200%; reduce payout 25% if Company TSR is negative .
- 25% Time-Based RSAs: vest annually over three years on Feb 15 following grant .
Equity Grants (Shares and Grant-Date Fair Value)
| Grant Type | 2022 | 2023 | 2024 |
|---|---|---|---|
| RSAs – Shares (#) | 9,474 | 12,906 | 22,155 |
| RSAs – Grant-Date Fair Value ($) | — | — | 238,388 |
| Performance RSUs – Target Shares (#) | — | 58,083 | 66,465 |
| Performance RSUs – Grant-Date Fair Value ($) | — | — | 764,348 |
- As of 12/31/2024, 2023 and 2024 Performance RSUs would have achieved Maximum RSR if performance periods ended at that date; actual vesting will depend on full-period outcomes and TSR cap .
Equity Ownership & Alignment
| Ownership Detail | Amount |
|---|---|
| Total Beneficial Ownership (shares) | 100,566; includes 47,061 unvested time-based RSAs; excludes up to 404,134 unvested Performance RSUs (subject to forfeiture) |
| Ownership % of Shares Outstanding | <1% (as noted with “*”) |
| Stock Ownership Guideline | EVP must hold ≥3x base salary within 4 years of appointment |
| Compliance Status | Not yet met; Reyes promoted to EVP in 2024; must achieve compliance by Jan 1, 2029 |
| Hedging/Pledging | Prohibited for insiders (executive officers/directors/employees) |
| Insider Trading Controls | Blackout periods each quarter; trades require preclearance; Rule 10b5-1 plans permitted |
Vesting Schedule – Time-Based RSAs (future tranches)
| Vest Date | Shares (RSAs) |
|---|---|
| Feb 15, 2025 | 9,474 (2022 grant) + 6,453 (2023 grant) + 7,387 (2024 grant) |
| Feb 15, 2026 | 6,453 (2023 grant) + 7,384 (2024 grant) |
| Feb 15, 2027 | 7,384 (2024 grant) |
- 2024 vesting realized: 23,605 shares vested for Reyes; value realized $260,127 .
Employment Terms
| Term | Key Economics / Provisions |
|---|---|
| Employment Agreement | Amended and restated Aug 29, 2022; amended Feb 18, 2025 to increase cash bonus % thresholds/targets/max (57.5%/115%/172.5%) |
| Severance (without cause/for good reason) | Cash: 2x (salary + greater of target bonus for current year or actual prior-year bonus) + pro-rata target bonus for year of termination; plus Company-paid health coverage up to 18 months; full vesting of time-based equity; pro-rata vesting of Performance RSUs based on actual performance to termination date |
| Death/Disability | Cash: 100% of base salary + pro-rata target bonus + earned/unpaid prior-year bonus; accelerated vesting of time-based RSAs; health coverage up to 18 months; pro-rata performance vesting for Performance RSUs |
| Change-of-Control | Double-trigger only (no single-trigger benefits); if awards not assumed, Performance RSUs vest based on actual performance at time of change; otherwise, vesting occurs upon qualifying termination |
| Restrictive Covenants | Non-solicitation and non-disparagement; indemnification agreements |
| Clawback Policy | Compliant with SEC/NYSE; recovery of incentive compensation following restatements |
Compensation Structure Notes
- Cash vs equity mix emphasizes at-risk pay: average Non-PEO NEO compensation ~77% performance-based/at-risk in 2024 .
- No excise or other tax gross-ups on severance/change-in-control payments; hedging/pledging prohibited; no guaranteed incentive minima .
Say-on-Pay & Peer Benchmarking
- Say-on-Pay approval: 96.9% in 2024 (and 96.8% in 2023) .
- Peer benchmarking uses Hotel REIT peer group (e.g., Apple Hospitality, DiamondRock, Host, Park, Pebblebrook, RLJ, Ryman, Summit, Xenia, Chatham Lodging Trust) and a size/geographic peer group for compensation calibration .
Investment Implications
- Alignment: Heavy weighting to 3-year Relative TSR performance (RSRs) with a negative TSR cap and double-trigger CIC treatment indicates strong pay-for-performance linkage and reduced windfall risk .
- Insider selling pressure: Multiple RSA tranches vest each February through 2027; combined 2025 tranches total 23,314 shares, creating potential liquidity events, though blackout, preclearance, and anti-hedging/pledging policies apply .
- Retention risk: Robust severance (2x salary+bonus) and equity acceleration (time-based full, performance pro-rata) in terminations, plus increased 2025 bonus opportunity, mitigate near-term retention risk while preserving performance alignment .
- Ownership guideline: Reyes must reach 3x salary ownership by Jan 1, 2029; current ownership <1% of outstanding shares, indicating runway to build “skin-in-the-game” over the next cycles .
- Execution signals: 2024 finance actions (refinancing, repurchases, system upgrades) and investor outreach support CFO operational competence; AFFO per share at threshold and delays on certain capital projects temper near-term payouts but set up leverage to 2024/2025 performance cycles .