David D. Bragg
About David D. Bragg
David D. (“Dave”) Bragg, age 45, was appointed Senior Vice President and Chief Financial Officer (CFO) of UDR, effective July 24, 2025, after more than two decades in real estate strategy, research, and capital markets, including leadership roles at Roots Management Group and Green Street . He holds a Master of Accounting (UNC Kenan-Flagler), a Master of International Business (University of Florida), and a BA in International Relations (Tufts), and serves as a Global Governing Trustee of the Urban Land Institute and is a member of PREA . Company performance metrics that drive executive pay include FFO as Adjusted per share (FFOA) and multi-factor indices; for 2024 UDR delivered FFOA per share of $2.48 (max performance) and strong metrics on Operations and DEI, which influence STI/LTI outcomes .
| Performance Indicator | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| TSR – Value of $100 Investment (Company) | 85.37 | 137.53 | 91.59 | 94.38 | 111.62 |
| TSR – Value of $100 Investment (Peer Group) | 84.66 | 138.51 | 94.25 | 99.78 | 120.22 |
| Net Income ($) | 68,970,000 | 160,993,000 | 92,579,000 | 474,488,000 | 95,877,000 |
| FFOA ($) | 652,862,000 | 658,797,000 | 809,091,000 | 874,709,000 | 885,190,000 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Roots Management Group | EVP, CFO | Mar 2024–Jun 2025 | Led finance for owner/operator of manufactured housing & RV communities; capital markets and investment strategy execution |
| Roots Management Group | EVP, Investments & Chief Strategy Officer | Nov 2022–Mar 2024 | Drove investment management and corporate strategy; expanded portfolio and NOI contribution |
| Green Street | Managing Director; Co-Head Strategic Research; Head of Residential Research | 2013–2022 | Led strategic and residential real estate research; widely recognized for sector research excellence |
| Zelman & Associates | Director | 2010–2013 | Housing/RE research leadership supporting investor decision-making |
| ISI Group | Associate Managing Director | 2009–2010 | Sell-side research leadership in real estate/housing |
| Banc of America Securities / Merrill Lynch | Vice President | 2005–2009 | Real estate finance and capital markets roles |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Urban Land Institute (ULI) | Global Governing Trustee | Since 2022 | Contributes to industry governance and best practices shaping residential REIT strategy |
| Pension Real Estate Association (PREA) | Member | N/A | Institutional real estate network; insights and capital markets connectivity |
| University of North Carolina (Kenan-Flagler) | Master of Accounting | N/A | Technical accounting expertise |
| University of Florida | Master of International Business | N/A | International business and strategy foundation |
| Tufts University | BA, International Relations | N/A | Analytical and global orientation |
Fixed Compensation
| Component | Terms |
|---|---|
| Base Salary | $500,000 per year |
| Target Annual Cash Bonus (STI) | $750,000, paid under UDR’s short‑term incentive program criteria as described in the 2025 Proxy |
| Target Long‑Term Incentive (LTI) | $1,000,000, aligned to UDR’s LTI program criteria as described in the 2025 Proxy |
| Signing Bonus | $200,000 cash |
| Signing Equity Award | $2,000,000 in common stock or LTIP Units; vests ratably over 5 years beginning on the 1‑year anniversary (continued good‑standing employment) |
| Benefits | Eligible for employee benefit programs and 401(k) |
Performance Compensation
| Short‑Term Incentive (2024 Framework) | Weighting (prior CFO) | Threshold | Target | Maximum | 2024 Actual | Performance vs Target | Vesting/Payment |
|---|---|---|---|---|---|---|---|
| FFO as Adjusted per share | 30% | $2.36 | $2.42 | $2.48 | $2.48 | 200% | 1‑year; paid following fiscal year (Feb) |
| Transactions Index | 15% | 50% | 100% | 200% | 79% | 79% | 1‑year; paid following fiscal year (Feb) |
| Operations Index | 35% | 50% | 100% | 200% | 123% | 123% | 1‑year; paid following fiscal year (Feb) |
| GRESB Percentile (Sustainability) | 10% | Scale per program | Scale per program | Scale per program | 32% | 106% | 1‑year; paid following fiscal year (Feb) |
| Associate Engagement & DEI | 10% | 3.5 (50%) | 3.8 (100%) | 4.1 (200%) | 4.14 | 200% | 1‑year; paid following fiscal year (Feb) |
Notes:
- STI awards are split 70% Company metrics / 30% individual performance; metrics and weightings reflect role influence. Prior CFO (Mr. Fisher) used the weighting shown above; Mr. Bragg will participate under the same program framework going forward .
- UDR executives can elect cash or equity settlement for STI in advance (e.g., Class 2 LTIP Units) .
| Long‑Term Incentive (2024 Program) | Weighting | Performance Period | Vesting |
|---|---|---|---|
| 3‑Year Relative Cumulative TSR vs Apartment Peers | 35% | 2024–2026 | Vests Feb 2027 on performance determination |
| 3‑Year Relative Cumulative TSR vs NAREIT Equity REITs TR Index | 20% | 2024–2026 | Vests Feb 2027 on performance determination |
| 3‑Year Relative Cumulative FFOA Growth vs Apartment Peers | 15% | 2024–2026 | Vests Feb 2027 on performance determination |
| 1‑Year FFOA per share (with 2‑year vest) | 30% | 2024 | One‑half vested Feb 2025; one‑half vests Feb 2026 (FFOA actual $2.48 → 200%) |
Program updates: In 2025–2027 LTI, the relative 3‑year FFOA growth metric was increased to 20% to strengthen alignment with shareholder‑valued earnings drivers .
Equity Ownership & Alignment
- Executive Stock Ownership Guidelines: Senior Vice Presidents must own 20,000 shares (or equivalent) within four years of appointment; shares counted include outright, vested restricted stock/LTIP Units, and redeemable OP/Performance OP Units .
- Hedging/Pledging: Hedging, short sales, and third‑party options are prohibited; purchasing on margin or pledging company securities is prohibited without prior approval of the Corporate Compliance Officer or CEO .
- Clawback/Recoupment: Board‑approved recoupment policy compliant with SEC Rule 10D‑1 and NYSE Section 303A.14 applies to performance‑based incentive compensation of named executive officers .
- Beneficial Ownership/Guideline Compliance for Bragg: Not disclosed yet (newly appointed in 2025) .
Employment Terms
| Term | Detail |
|---|---|
| Title & Effective Date | Senior Vice President – Chief Financial Officer; principal financial officer; effective July 24, 2025 |
| Age | 45 |
| Compensation Package | Base $500,000; STI target $750,000 under company program; LTI target $1,000,000 under company program |
| Sign‑On & Equity | $200,000 cash; $2,000,000 equity in common stock or LTIP Units vesting ratably over 5 years beginning on 1‑year anniversary; relocation reimbursement |
| Indemnification | Will enter standard form of indemnification agreement upon appointment |
| Severance | Not disclosed for Mr. Bragg |
| Change‑of‑Control Treatment | For grants made in 2021+ under UDR’s 1999 Plan, “double‑trigger” acceleration requires termination without cause or for good reason within 12 months of a change in control; all restrictions otherwise lapse upon change of control per plan terms |
| Related Parties | No family relationships; no related‑party transactions requiring Item 404(a) disclosure |
Investment Implications
- Strong alignment and retention: $2.0M sign‑on equity with 5‑year ratable vesting and participation in performance‑based STI/LTI (70% relative long‑term metrics; 1‑year FFOA with two‑year vest) drive multi‑year alignment and reduce near‑term selling pressure .
- Governance safeguards: Prohibitions on hedging/pledging, mandatory ownership guidelines (20,000 shares within 4 years for SVP), and compliant clawback framework lower agency risk and support pay‑for‑performance integrity .
- Performance levers tied to shareholder value: STI/LTI metrics (FFOA, relative TSR, relative FFOA growth, operations index) explicitly link pay outcomes to earnings power, operational excellence, and peer‑relative returns—recently tightened by increasing 3‑year FFOA growth weight in LTI .
- Open items to monitor: Specific severance terms for the CFO role and any Form 4 activity post sign‑on grant (beneficial ownership build, vesting cadence) are not yet disclosed; watch for subsequent filings for ownership and trading signals .