Leslie Swanson
About Leslie Swanson
Leslie A. Swanson, age 54, is Executive Vice President and Chief Operating Officer of Tanger Inc. (SKT). She joined Tanger in October 2020 as EVP of Operations and was named COO in December 2021; she holds a Bachelor of Arts and Science from Illinois State University in Public Relations and Organizational Communication Psychology . The company’s incentive framework under her tenure ties pay to Core FFO per share, Same Center NOI, Operating Margin, and strategic objectives—achieving Core FFO $2.13 in 2024, Same Center NOI +5.1%, maximum Operating Margin performance, and maximum strategic achievements; in 2023, Core FFO was $1.96 with strong Same Center NOI and margin growth performance . Prior to Tanger, Swanson was EVP of Property Management at Simon Premium Outlets, guiding eight consecutive years of NOI growth, underscoring her operating and asset management track record .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Tanger Inc. | EVP, Operations | Oct 2020–Dec 2021 | Led corporate and field operations; implemented asset management and operating practices to create new revenue levers and strengthen operating capacity |
| Simon Premium Outlets (Simon Property Group) | EVP, Property Management | Prior to 2020 (exact years not disclosed) | Guided eight straight years of NOI growth; industry-recognized thought leadership in shopping center operations |
External Roles
- No external public company directorships or committee roles are disclosed for Ms. Swanson in the company’s 10-K or proxy materials .
Fixed Compensation
Base salary and bonus structure for Leslie A. Swanson:
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 375,000 | 400,000 | 450,000 |
| Annual Bonus Opportunity (% of Base) – Threshold | 75% (program carried forward into 2023; 2022 not separately disclosed) | 75% | 75% |
| Annual Bonus Opportunity (% of Base) – Target | 100% (program carried forward into 2023; 2022 not separately disclosed) | 100% | 100% |
| Annual Bonus Opportunity (% of Base) – Maximum | 150% (program carried forward into 2023; 2022 not separately disclosed) | 150% | 150% |
Multi-year total compensation components:
| Component ($) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary | 375,000 | 400,000 | 450,000 |
| Share Awards (RS + PSP GDFV) | 1,000,012 | 1,000,019 | 1,100,034 |
| Option Awards | — | — | — |
| Non-Equity Incentive (Annual Cash) | 495,844 | 556,167 | 604,688 |
| All Other Compensation | 39,365 | 48,324 | 77,045 |
| Total | 1,910,221 | 2,004,510 | 2,231,767 |
Performance Compensation
2024 annual bonus performance framework and outcomes:
| Metric | Threshold | Target | Maximum | Actual | Payout/Notes |
|---|---|---|---|---|---|
| Core FFO per share | $2.05 | $2.10 | $2.18 | $2.13 | Between Target and Maximum |
| Same Center NOI (% change) | 2.5% | 4.1% | 6.1% | 5.1% | Between Target and Maximum |
| Operating Margin | 1.5 | 1.9 | 2.5 | 2.8 | Maximum |
| Strategic Initiatives (Growth, Sustainability, Sales & Traffic) | 1 of 3 | 2 of 3 | 3 of 3 | 3 of 3 | Maximum |
| Cash Incentive Earned (Swanson) | — | — | — | $604,688 | 134.4% of target |
2023 annual bonus performance framework and outcomes:
| Metric | Threshold | Target | Maximum | Actual | Payout/Notes |
|---|---|---|---|---|---|
| Core FFO per share | $1.87 | $1.90 | $1.96 | $1.96 | Maximum |
| Same Center NOI (% change) | 3.5% | 4.7% | 6.7% | 6.2% | Between Target and Maximum |
| Operating Margin Growth (bps) | 50 | 80 | 140 | 120 | Between Target and Maximum |
| Strategic (Growth, Sustainability, Loyalty) | 1 of 3 | 2 of 3 | 3 of 3 | 2.7 of 3 | ~90% achievement |
| Cash Incentive Earned (Swanson) | — | — | — | $556,167 | 139.0% of target |
Long-term incentive grants (time-based RS and PSP):
| Year | Grant Date | Time-based RS (#) | RS GDFV ($) | PSP Notional Units (Min/Target/Max #) | PSP GDFV ($) |
|---|---|---|---|---|---|
| 2024 | 2/15/2024 | 16,431 | 440,022 | 8,069 / 24,206 / 40,343 | 660,011 |
| 2023 | 3/14/2023 | 22,819 | 400,017 | 9,934 / 29,801 / 49,669 | 600,002 |
PSP structure and vesting mechanics:
- PSP is based on absolute TSR and relative TSR versus a peer group over three-year periods; earned notional units convert to restricted shares with subsequent time-based vesting .
- 2024 PSP (measurement to 12/31/2026): earned restricted shares vest 50% on 2/15/2027 and 50% on 2/15/2028 .
- 2023 PSP (measurement to 3/13/2026): earned restricted shares vest 50% on 3/20/2026 and 50% on 3/15/2027 .
- 2022 PSP (measurement ended 2/22/2025): maximum achieved on absolute and relative components; earned restricted shares vest 50% on 2/27/2025 and 50% on 2/15/2026 .
Time-based RS vesting cadence:
- 2/15/2024 grant: 33.33% on each of 2/15/2025, 2/15/2026, 2/15/2027 .
- 3/15/2023 grant: 50% on 3/15/2025 and 50% on 3/15/2026 .
Shares vested in 2024 (realized value):
- Swanson: 45,796 shares; $1,285,526 value (based on closing price prior to vest date) .
Equity Ownership & Alignment
Beneficial ownership and guideline framework:
| Date (As of) | Shares Beneficially Owned | % of Shares Outstanding | Notes |
|---|---|---|---|
| Mar 1, 2024 | 106,289 | <1% | Executive group totals provided; individual <1% notation |
| Feb 28, 2025 | 125,658 | <1% | Individual <1% notation |
Ownership policies and alignment:
- Stock ownership guidelines: CEO 6x base salary; other NEOs (including COO) 3x base salary, with five years to comply; vested and unvested restricted shares count; options do not .
- Anti-hedging and anti-pledging policies: Executives and directors prohibited from hedging and pledging company securities; no shares pledged by named executive officers or directors .
- Clawback: NYSE-compliant policy effective October 24, 2023 for recovery of erroneously awarded incentive compensation over the prior three fiscal years .
Outstanding equity awards at year-end 2024 (Swanson):
| Award Type | Unvested/Unearned (#) | Market/Payout Value ($) |
|---|---|---|
| Time-based RS (footnote 3) – vests 2/15/2025 | 8,022 | 273,791 (at $34.13) |
| Time-based RS (footnote 4) – 50% 3/15/2025, 50% 3/15/2026 | 15,212 | 519,186 |
| Time-based RS (footnote 5) – 33.33% annually 2/15/2025–2027 | 16,431 | 560,790 |
| Time-based RS (footnote 6) – from 2021 PSP; vests 2/15/2025 | 23,316 | 795,775 |
| PSP 2022 (footnote 7) – unearned units at max; vests 50% 2/27/2025 & 2/15/2026 | 51,370 | 1,753,258 |
| PSP 2023 (footnote 8) – unearned units at max; vests 50% 3/20/2026 & 3/15/2027 | 49,669 | 1,695,203 |
| PSP 2024 (footnote 9) – unearned units at max; vests 50% 2/15/2027 & 2/15/2028 | 40,343 | 1,376,907 |
Equity options:
- No options outstanding for Ms. Swanson; her equity mix is RS and PSP-linked restricted shares .
Employment Terms
Executive Severance Plan (adopted March 31, 2021):
- Termination without Cause or for Good Reason (outside 12 months post-Change of Control): severance equal to 100% base salary plus average annual bonus over prior up to three years, paid monthly over 12 months; COBRA subsidy up to 12 months; full acceleration of time-based equity; pro-rata PSP remains eligible based on actual performance .
- Termination without Cause or for Good Reason within 12 months post-Change of Control: 2x the Severance Payment; COBRA subsidy up to 24 months; full acceleration of time-based equity; performance awards accelerated at greater of actual or target .
- Death/Disability: lump sum of 0.5x base salary; pro-rata annual bonus for year of termination; equity award acceleration as above .
- Section 280G “best net” cutback and 12-month non-compete/non-solicit covenants for NEO participation .
“Good Reason” (applicable to Bilerman, Swanson, Norman, Stein):
- Includes failure to pay compensation when due, material diminution in title/duties, material reduction in base/target bonus/target LTI (excluding broad reductions), or relocation >40 miles .
Illustrative potential payments (Swanson, as of 12/31/2024):
| Scenario | Cash Severance ($) | Equity Awards Value ($) | Benefits Continuation ($) | Total ($) |
|---|---|---|---|---|
| Without Cause/Good Reason (outside 12 months post-CoC) | 1,002,233 | 5,493,698 | 38,962 | 6,534,893 |
| Without Cause/Good Reason (within 12 months post-CoC) | 2,004,466 | 7,236,750 | 77,924 | 9,319,140 |
| Change of Control (no termination) | — | 5,087,208 | — | 5,087,208 |
| Death or Disability | 829,688 | 5,493,698 | — | 6,323,386 |
Investment Implications
- Pay-for-performance alignment: Swanson’s cash bonus is formulaic against Core FFO, Same Center NOI, Operating Margin and strategic objectives, with 2024 payout at 134.4% of target and 2023 at 139%, consistent with robust company performance in those years . Equity awards increased 10% year-over-year in 2024 (both time-based RS and PSP), reinforcing retention and shareholder alignment .
- Upcoming vesting supply: Multiple scheduled vest dates in 2025–2028 for time-based RS and PSP-converted restricted shares could create predictable selling or withholding events around vest dates (e.g., 2/15/2025; 3/15/2025; 3/20/2026; 2/15/2027; 2/15/2028), with significant unearned PSP tranches currently reflected at maximum levels for disclosure purposes .
- Ownership and risk controls: Beneficial ownership is <1% (125,658 shares as of Feb 28, 2025), with strict anti-hedging/anti-pledging, and a clawback policy compliant with NYSE Rule 10D-1, limiting misalignment and governance risk . NEO guidelines require 3x base salary ownership within five years; options are not used in her mix, reducing leverage-driven risk .
- Change-of-control economics: The Executive Severance Plan employs a double-trigger for enhanced cash severance (2x) and accelerations, plus a “best net” 280G cutback; combined, this balances retention with shareholder protections while motivating continuity during strategic transactions .