Norman K. Jenkins
About Norman K. Jenkins
Norman K. Jenkins, age 62, has served on UE’s Board since November 22, 2021 and is the current Lead Independent Trustee (effective September 1, 2022), elected annually by the independent trustees . He founded Capstone Development, LLC in 2009 (President, CEO, Managing Partner) and previously spent 16 years at Marriott International, culminating as SVP of North American Lodging Development; he architected Marriott’s Diversity Ownership Initiative that doubled diverse-owned Marriott hotels to 500 over three years . Jenkins holds a BA in Accounting (Howard University), an MBA (George Washington University), and is a certified public accountant .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Marriott International | Senior Vice President, North American Lodging Development; prior leadership roles | ~16 years (dates not individually specified) | Architected Marriott’s Diversity Ownership Initiative (doubled diverse-owned Marriott hotels to 500) |
| Duke Realty (NYSE: DRE; acquired by Prologis) | Director | Aug 2017 – Oct 2022 | Board service until acquisition by Prologis |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Capstone Development, LLC | President, CEO, Managing Partner | 2009 – present | Founder; institutional-quality lodging assets focus |
| AutoNation, Inc. (NYSE: AN) | Director | Dec 2020 – present | Public company board experience |
| RE/MAX Holdings, Inc. (NYSE: RMAX) | Director | May 2023 – present | Member, Nominating & Corporate Governance Committee |
| Washington, DC Developer Roundtable | Member | Not disclosed | Industry engagement |
| Howard University | Former Trustee | Not disclosed | Prior governance experience |
Board Governance
- Roles: Lead Independent Trustee; Chair, Corporate Governance & Nominating Committee; Member, Compensation Committee .
- Independence: Board affirmed all trustees other than CEO Jeffrey S. Olson are independent per NYSE standards; all committee members (Audit, Compensation, Corporate Governance & Nominating) are independent .
- Attendance: In 2024, Board held 6 meetings; Compensation 5; Corporate Governance & Nominating 4; each incumbent trustee attended at least 75% of Board and applicable committee meetings; all trustees attended the 2024 annual meeting; executive sessions occur at each Board and committee meeting and are presided over by the Lead Trustee .
- Lead Trustee mandate: Coordinates independent trustees; chairs meetings when Chair not present; sets agendas and schedules with Chair; liaises between Chair/CEO and independent trustees; supports shareholder communication; fosters high-performing board .
Fixed Compensation
| Item | 2023 (from 2024 proxy) | 2024 (from 2025 proxy) |
|---|---|---|
| Annual cash retainer (non-employee trustee) | $75,000 | $75,000 |
| Annual equity grant (RSUs/DSUs/LTIP Units) – grant date fair value | ~$120,000; vests after 1 year | ~$120,000; vests after 1 year |
| Lead Trustee additional cash retainer | $60,000 | $60,000 |
| Audit Committee Chair retainer | $25,000 | $25,000 |
| Compensation Committee Chair retainer | $20,000 | $20,000 |
| Corporate Governance & Nominating Chair retainer | $15,000 | $20,000 |
| Committee member retainers (Audit/Comp/CGN) | $12,500 / $10,000 / $7,500 | $12,500 / $10,000 / $10,000 |
| Jenkins – Director Compensation | 2023 | 2024 |
|---|---|---|
| Fees Earned/Paid in Cash ($) | $160,000 | $165,000 |
| Stock Awards ($) | $119,993 (elected LTIP Units) | $119,995 (elected LTIP Units) |
| Total ($) | $279,993 | $284,995 |
- Stock ownership guidelines: Minimum ownership equal to 3× annual cash retainer; trustees have 5 full calendar years to comply; all non-employee trustees currently satisfy these guidelines .
Performance Compensation
| Component | Structure | Performance Metrics | Vesting |
|---|---|---|---|
| Annual director equity grant | RSUs, DSUs, or LTIP Units at trustee election | None disclosed for directors; grants are time-based (not performance-linked) | Vests on one-year anniversary of grant |
No director-specific performance metrics (e.g., FFO, TSR) are used for director pay; the listed performance metrics (FFO as Adjusted, Same-Property NOI, TSR) apply to executive compensation programs, not trustees .
Other Directorships & Interlocks
| Company | Sector | Potential Interlock/Conflict |
|---|---|---|
| AutoNation (AN) | Automotive retail | No UE-related transactions disclosed; board independence affirmed |
| RE/MAX Holdings (RMAX) | Real estate brokerage/franchising | Member of RMAX Nominating & Corporate Governance Committee; no UE-related transactions disclosed |
| Duke Realty (DRE) | Industrial REIT (prior) | Historical service ended upon acquisition; no current conflict |
- Related-party transactions: UE disclosed no related person transactions in 2024 other than standard compensation arrangements, and committees review/approve any such transactions per policy .
Expertise & Qualifications
- Real estate development and operations: Lodging assets (Capstone) and long-tenured Marriott leadership .
- Financial acumen: CPA; accounting and MBA credentials .
- Board governance: Chair of Corporate Governance & Nominating; Lead Independent Trustee; public company board experience at AN and RMAX .
Equity Ownership
| Metric | As of Dec 31, 2024 | As of Mar 10, 2025 |
|---|---|---|
| Unvested Common Shares/LTIP Units/DSUs (outstanding) | 8,005 (Jenkins) | — |
| Common Shares beneficially owned | — | — |
| Common Shares and Units beneficially owned (incl. LTIP Units/Common Units) | — | 36,222 LTIP Units (beneficial ownership) |
| Ownership guideline compliance | All non-employee trustees comply | All non-employee trustees comply |
Governance Assessment
- Board effectiveness: Jenkins’ dual role as Lead Independent Trustee and CGN Chair strengthens oversight, board refreshment, agenda-setting, and executive session leadership, supporting independent challenge of management .
- Independence and attendance: Independence affirmed under NYSE standards; 2024 attendance met/exceeded 75% threshold; executive sessions held each meeting with Lead Trustee presiding—solid governance hygiene .
- Compensation alignment: Director pay structure is standard for REIT peers (cash retainer plus time-based equity); Jenkins elected LTIP Units, providing equity alignment; CGN Chair retainer increased in 2024 from $15k to $20k, reflecting expanded oversight responsibilities .
- Ownership “skin in the game”: Beneficial interest via LTIP Units (36,222) and unvested units (8,005) indicates alignment; all trustees meet ownership guidelines (3× retainer) .
- Shareholder signal – withhold vote: 2025 director election shows elevated “Against” votes for Jenkins relative to peers (For: 107,252,059; Against: 8,299,600; Abstain: 25,897), higher than other nominees that generally had ≤~1.8 million “Against” votes—an investor caution signal warranting engagement on governance priorities .
- Conflicts and related-party exposure: No related person transactions disclosed; independence standards and committee review process in place—no direct conflicts identified from external roles (AN, RMAX) with UE’s strip-center REIT focus .
Appendix: Election Vote Data (signal tracking)
| Nominee | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| Norman K. Jenkins (2025) | 107,252,059 | 8,299,600 | 25,897 | 2,489,403 |
| Norman K. Jenkins (2023) | 106,643,990 | 1,906,387 | 15,276 | 2,679,191 |
Elevated 2025 “Against” votes vs 2023 suggest increased investor scrutiny; management’s strong say-on-pay support in 2025 (For: 100,303,660; Against: 15,233,583) indicates compensation program acceptance but does not negate director-specific concerns .