Christopher P. Marr
About Christopher P. Marr
Christopher P. Marr (age 60) has served as an independent director of STAG Industrial since 2012. He is the Chief Executive Officer and a member of the Board of Trustees of CubeSmart (NYSE: CUBE) since 2014 and has been President of CubeSmart since 2008. He previously served as CubeSmart’s COO (2012–2014), CFO (2006–2008) and Treasurer (2006–2012); before that, he was SVP & CFO of Brandywine Realty Trust (NYSE: BDN) (2002–2006) and CFO of Storage USA, Inc. (1998–2002). He holds a B.A. from Loyola University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CubeSmart (NYSE: CUBE) | Chief Executive Officer; Trustee | CEO since 2014; Trustee since 2014 | Public REIT leadership and operations experience highlighted by STAG as core credentials . |
| CubeSmart (NYSE: CUBE) | President | Since 2008 | Long-term operating leadership continuity . |
| CubeSmart (NYSE: CUBE) | Chief Operating Officer | 2012–2014 | Transitioned from CFO/Treasurer to COO to CEO, demonstrating breadth across finance/ops . |
| CubeSmart (NYSE: CUBE) | Chief Financial Officer; Treasurer | CFO 2006–2008; Treasurer 2006–2012 | Financial reporting and capital markets expertise . |
| Brandywine Realty Trust (NYSE: BDN) | Senior Vice President & Chief Financial Officer | 2002–2006 | Public REIT office sector CFO experience . |
| Storage USA, Inc. | Chief Financial Officer | 1998–2002 | Public self‑storage REIT CFO experience . |
External Roles
| Organization | Role | Tenure | Interlocks/Notes |
|---|---|---|---|
| CubeSmart (NYSE: CUBE) | CEO; Trustee | CEO since 2014; President since 2008 | STAG director Dr. Jit Kee Chin serves on CubeSmart’s Board and Audit Committee, creating a cross-board network tie between STAG and a company led by Marr . |
| STAG Industrial, Inc. (NYSE: STAG) | Independent Director | Since 2012 | Audit Committee; Nominating & Corporate Governance Committee . |
Board Governance
- Independence: The Board affirmatively determined Marr is independent under NYSE rules .
- Committee assignments (current): Audit Committee; Nominating & Corporate Governance Committee .
- Audit Committee financial expert: All five Audit Committee members (including Marr) qualify as “audit committee financial experts” per SEC definition .
- Committee chair dynamics: The Audit Committee Chair changed from Hans S. Weger (as of the 10-K filing date, Feb 12, 2025) to Dr. Jit Kee Chin as of March 1, 2025; Marr is not shown as a chair in 2025 .
- Attendance and engagement:
- 2024 meetings: Board held 5 meetings; each director attended at least 75% of Board and respective committee meetings; all directors attended the 2024 annual meeting .
- Executive sessions (2024): Independent directors met 4 times; Audit 4; Compensation 3; Nominating & Corporate Governance 2 (without management) .
- Board leadership: Independent Chairman structure; all members of Audit, Compensation, and Nominating & Corporate Governance Committees are independent .
Fixed Compensation
| Item | 2024 Amount | Notes |
|---|---|---|
| Fees Earned (Cash or Stock-in-lieu) | $82,500 | All independent directors elected to receive shares in lieu of cash; Marr earned 2,276 shares for 2024 fees . |
| Annual Equity (LTIP Units) | $119,991 | 2024 director annual grant value; awarded in LTIP units . |
| Total | $202,491 | Sum of fees earned and equity value . |
Base 2024 Non‑Management Director Compensation Framework (for context):
| Role | Annual Cash Fee | Annual Equity Grant |
|---|---|---|
| Non‑Management Director | $65,000 | $120,000 |
| Independent Chairman of the Board | +$75,000 | — |
| Lead Independent Director | +$25,000 | — |
| Audit Committee Chair | +$25,000 | — |
| Compensation Committee Chair | +$20,000 | — |
| Nominating & Corporate Governance Committee Chair | +$17,500 | — |
| Notes: Directors may elect to receive cash fees in shares; annual director LTIP grants vest on January 1 of the following year . |
Performance Compensation
| Grant Type | Grant Date | Units/Amount | Valuation | Vesting |
|---|---|---|---|---|
| Director LTIP Units (2024 annual grant) | Jan 8, 2024 | 3,243 LTIP units (Marr) | Grant date fair value reference price $37.00 | Annual director LTIP units vest on January 1 of the following year (i.e., Jan 1, 2025), subject to continued service . |
Additional context (company-wide pay-for-performance design overseen by the Board/Comp Committee):
| 2024 Annual Bonus (Executives) – Weighting | Metric Definition |
|---|---|
| 50% Core FFO per Share | Company performance component . |
| 10% Acquisition Volume | Company performance component . |
| 10% Net Debt to Run Rate Adjusted EBITDAre | Company performance component . |
| 10% Same Store Cash NOI Growth | Company performance component . |
| 20% Individual Performance | Executive-specific goals . |
| Long-term performance units | Relative TSR vs two benchmarks with absolute TSR gate (≥25% required for payouts above target; zero payout below 30th percentile) . |
Policy safeguards relevant to governance quality:
- Anti-hedging and anti-pledging policy applies to directors and officers .
- Clawback policy adopted effective Nov 1, 2023 in line with NYSE rules .
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Consideration |
|---|---|---|
| CubeSmart (NYSE: CUBE) | CEO; Trustee | STAG director Dr. Jit Kee Chin serves on CubeSmart’s Board and Audit Committee (information flow/oversight tie to a company led by Marr) . |
Expertise & Qualifications
- Public company leadership; financial reporting and operations across multiple publicly traded REITs (CEO, COO, CFO) .
- Audit Committee financial expertise (as defined by SEC) via membership on STAG’s Audit Committee where all members are designated “financial experts” .
- Education: B.A., Loyola University .
Equity Ownership
| Metric (as of March 3, 2025 record date) | Amount | Notes |
|---|---|---|
| Total shares and common units beneficially owned | 74,275 | STAG table entry for Marr; percent of shares outstanding shown as “*” (<1%) . |
| Percent of all shares outstanding | * | “*” denotes less than 1% per proxy table . |
| Percent of all shares and units (fully diluted) | * | “*” denotes less than 1% per proxy table . |
| Includes LTIP units | 48,166 | Included in Marr’s beneficial ownership (not all LTIPs vested) . |
| Shares held indirectly in a trust | 20,152 | Marr disclaims beneficial ownership of these trust shares . |
| Shares pledged as collateral | None | Proxy states none of the directors or NEOs has pledged shares . |
Stock ownership guidelines (compliance signal):
- Non‑management directors must hold 5x base salary in “qualified securities”; newly appointed directors have up to 5 years to comply; all directors are in compliance as of the proxy date .
Governance Assessment
-
Positives
- Independent director with deep REIT operating and financial experience; serves on Audit and Nominating & Corporate Governance Committees; designated Audit Committee financial expert through committee composition .
- Strong board process/structure: independent chair; fully independent key committees; regular executive sessions; annual evaluations with outside counsel .
- Alignment and risk controls: directors elected stock in lieu of cash for 2024 fees; anti-hedging/anti-pledging; clawback policy; robust ownership guidelines with full compliance .
- Shareholder support backdrop: say-on-pay received ~97.4% support in 2024; company intends annual say-on-pay frequency .
-
Watch items / potential conflicts
- Cross-board link: STAG director Dr. Jit Kee Chin serves on CubeSmart’s Board/Audit Committee while Marr is CubeSmart’s CEO—this is not a compensation committee interlock, but is an inter-company network tie that investors may monitor for potential perceived conflicts or information flow sensitivities .
- Audit Committee chair transition occurred early 2025 (from Weger as of 10-K filing to Chin as of March 1, 2025). No issue is indicated, but governance observers may note committee leadership changes as part of ongoing oversight review .
No specific related-party transactions involving Marr are described in the cited sections; STAG maintains a formal related-party transaction review/approval policy administered by the Nominating & Corporate Governance Committee .
Director Compensation Details (reference)
| Component | 2024 Design/Cost |
|---|---|
| Annual cash fee (non‑mgmt director) | $65,000; election to take in stock available (all independents elected stock for 2024) . |
| Chair/lead premiums | Chair of Board +$75k; Lead Independent +$25k; Audit Chair +$25k; Compensation Chair +$20k; Nominating Chair +$17.5k . |
| Annual equity grant | $120,000 in LTIP units; annual director LTIP grants vest on January 1 of the following year . |
Summary Signal
Marr brings seasoned REIT leadership and finance expertise, serves as an independent director and Audit Committee financial expert, maintains meaningful equity alignment through LTIP units and stock-for-fee elections, and operates under strong STAG governance practices (anti-hedging/pledging, clawback, ownership guidelines). The cross-board connection between CubeSmart (where Marr is CEO) and STAG (via Dr. Chin’s CubeSmart board service) is a monitorable interlock, though not a disclosed related-party transaction nor a compensation committee interlock .