Alexandria Real Estate Equities, Inc. Files Definitive Proxy Statement

Ticker: ARE · Form: DEF 14A · Filed: Apr 3, 2024 · CIK: 1035443

Alexandria Real Estate Equities, Inc. DEF 14A Filing Summary
FieldDetail
CompanyAlexandria Real Estate Equities, Inc. (ARE)
Form TypeDEF 14A
Filed DateApr 3, 2024
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$1.27, $126.77, $389 million, $40,000, $0.01
Sentimentneutral

Sentiment: neutral

Topics: DEF 14A, Proxy Statement, Executive Compensation, Corporate Governance, Shareholder Proposals

TL;DR

<b>Alexandria Real Estate Equities, Inc. filed its Definitive Proxy Statement for the fiscal year ending December 31, 2023.</b>

AI Summary

ALEXANDRIA REAL ESTATE EQUITIES, INC. (ARE) filed a Proxy Statement (DEF 14A) with the SEC on April 3, 2024. Filing is a Definitive Proxy Statement (DEF 14A) for Alexandria Real Estate Equities, Inc. The reporting period for the filing is the fiscal year ending December 31, 2023. The filing date is April 3, 2024. The company's Central Index Key (CIK) is 0001035443. The company is incorporated in Maryland (MD).

Why It Matters

For investors and stakeholders tracking ALEXANDRIA REAL ESTATE EQUITIES, INC., this filing contains several important signals. This filing provides detailed information on executive compensation, board of directors, and shareholder proposals, which are crucial for investors to understand governance and potential impacts on stock value. As a DEF 14A, this document is a key resource for shareholders to make informed voting decisions on matters presented at the annual meeting, influencing the company's strategic direction and management.

Risk Assessment

Risk Level: low — ALEXANDRIA REAL ESTATE EQUITIES, INC. shows low risk based on this filing. The filing is a routine proxy statement (DEF 14A) and does not contain new financial performance data or significant strategic changes, indicating a low level of immediate risk or actionable insight beyond standard governance review.

Analyst Insight

Review the executive compensation details and any shareholder proposals within this DEF 14A filing to assess potential impacts on corporate governance and shareholder value.

Key Numbers

  • 2023-12-31 — Fiscal Year End (Conformed period of report)
  • 2024-04-03 — Filing Date (Filed as of date)
  • DEF 14A — Form Type (Filing type)
  • 001-12993 — SEC File Number (SEC file number)

Key Players & Entities

  • ALEXANDRIA REAL ESTATE EQUITIES, INC. (company) — Filer name
  • 0001035443 (company) — Central Index Key
  • 2023-12-31 (date) — Conformed period of report
  • 2024-04-03 (date) — Filed as of date
  • MD (jurisdiction) — State of incorporation
  • Joel S. Marcus (person) — Member of the board
  • Peter M. Moglia (person) — Member of the board
  • Stephen A. Richardson (person) — Member of the board

FAQ

When did ALEXANDRIA REAL ESTATE EQUITIES, INC. file this DEF 14A?

ALEXANDRIA REAL ESTATE EQUITIES, INC. filed this Proxy Statement (DEF 14A) with the SEC on April 3, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by ALEXANDRIA REAL ESTATE EQUITIES, INC. (ARE).

Where can I read the original DEF 14A filing from ALEXANDRIA REAL ESTATE EQUITIES, INC.?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by ALEXANDRIA REAL ESTATE EQUITIES, INC..

What are the key takeaways from ALEXANDRIA REAL ESTATE EQUITIES, INC.'s DEF 14A?

ALEXANDRIA REAL ESTATE EQUITIES, INC. filed this DEF 14A on April 3, 2024. Key takeaways: Filing is a Definitive Proxy Statement (DEF 14A) for Alexandria Real Estate Equities, Inc.. The reporting period for the filing is the fiscal year ending December 31, 2023.. The filing date is April 3, 2024..

Is ALEXANDRIA REAL ESTATE EQUITIES, INC. a risky investment based on this filing?

Based on this DEF 14A, ALEXANDRIA REAL ESTATE EQUITIES, INC. presents a relatively low-risk profile. The filing is a routine proxy statement (DEF 14A) and does not contain new financial performance data or significant strategic changes, indicating a low level of immediate risk or actionable insight beyond standard governance review.

What should investors do after reading ALEXANDRIA REAL ESTATE EQUITIES, INC.'s DEF 14A?

Review the executive compensation details and any shareholder proposals within this DEF 14A filing to assess potential impacts on corporate governance and shareholder value. The overall sentiment from this filing is neutral.

How does ALEXANDRIA REAL ESTATE EQUITIES, INC. compare to its industry peers?

Alexandria Real Estate Equities, Inc. operates as a Real Estate Investment Trust (REIT) focused on the life science and technology sectors.

Are there regulatory concerns for ALEXANDRIA REAL ESTATE EQUITIES, INC.?

The filing is made under the Securities Exchange Act of 1934, requiring public companies to disclose information relevant to shareholders.

Industry Context

Alexandria Real Estate Equities, Inc. operates as a Real Estate Investment Trust (REIT) focused on the life science and technology sectors.

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, requiring public companies to disclose information relevant to shareholders.

What Investors Should Do

  1. Analyze executive compensation packages for named executive officers.
  2. Review proposals submitted for shareholder vote.
  3. Check for any changes in board composition or director nominees.

Year-Over-Year Comparison

This is a DEF 14A filing, which is a proxy statement. It does not directly compare financial performance to a previous filing but provides governance information for the period ending December 31, 2023.

Filing Stats: 4,555 words · 18 min read · ~15 pages · Grade level 15.4 · Accepted 2024-04-03 16:12:53

Key Financial Figures

  • $1.27 — three months ended December 31, 2023 of $1.27 per common share, annualized, divided b
  • $126.77 — ur common stock on December 31, 2023 of $126.77. (2) Represents the years ended Decemb
  • $389 million — rimarily commencing during 2024–2027 is $389 million. 2024 Proxy Statement ix As of De
  • $40,000 — , for an estimated fee of approximately $40,000. The Company will reimburse banks, brok
  • $0.01 — f shares of the Company's common stock, $0.01 par value per share ("Common Stock").
  • $19 million — ounded in 1994 as a garage startup with $19 million in Series A capital and a bold vision t
  • $21.8 billion — ia had a total equity capitalization of $21.8 billion and an asset base in North America of 7

Filing Documents

Executive Compensation Program Highlights

Executive Compensation Program Highlights 16 CORPORATE GOVERNANCE MATTERS 17 Corporate Governance 17 Policies and Procedures W ith Respect to Related-Person Transactions 18 Certain Relationships and Related Transactions 18 Stockholder Outreach and Engagement 19 Business Integrity Policy 20 Human Rights Policy and Vendor Code of Conduct 20 Board Composition and Nomination Process 20 Director Independence 22 Information on the Board and Its Committees 23 PROPOSAL 1 — ELECTION OF DIRECTORS 26 DIRECTORS AND EXECUTIVE OFFICERS 27 Background of Directors 27 Background of Executive Officers 33 2023 Director Compensation Table 39 PROPOSAL 2 — APPROVAL OF THE AMENDMENT AND RESTATEMENT OF THE AMENDED AND RESTATED 1997 STOCK AWARD AND INCENTIVE PLAN 41 Why You Should Vote for the Amended 1997 Incentive Plan 41 The Amended 1997 Incentive Plan Includes Compensation and Governance Best Practices 42 Description of the Amended 1997 Incentive Plan 43 Federal Income Tax Information 46 Equity Compensation Plan Information 46 PROPOSAL 3 — NON-BINDING, ADVISORY VOTE ON EXECUTIVE COMPENSATION 47 Compensation Committee Report on Executive Compensation 48 C O MPENSATION DISCUSSION AND ANALYSIS 49 Executive Summary 50 Compensation Governance 60 Compensation Peer Group 62 Key Elements of the Exec uti ve Compensation Program 63 2023 Compensation Decisions 64 Retirement and Benefit Programs 96 Other Compensation Policies 97 2024 Proxy Statement xvi TABLE OF CONTENTS (continued) COMPENSATION TABLES AND RELATED NARRATIVE 98 Summary Compensation Table 98 2023 Grants of Plan-Based Awards T able 100 Outstanding Equity Awards at Fiscal Year End Table 102 2023 Option Exercises and Stock Vested Table 102 Pension Benefits Table 103 2023 Nonqualified Deferred Compensation Table 103 Potential Payments U pon Termination or Change in Control 105 C h ie f Executive Officer Pay Ratio

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 113 AUDIT COMMITTEE REPORT 115 PROPOSAL 4 — RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS 116 Fees Billed by Independent Registered Public Accountants 116 OTHER INFORMATION 117 Annual Report on Form 10-K and Financial Statements and Committee and Corporate Governance Materials of the Company 117 Important Notice Regarding the Availability of Proxy Materials for the Stockholders Meeting to Be Held on Tuesday, May 14, 2024 117 Stockholder Proposals and Director Nominations for the Company's 2025 Annual Meeting 117 Communicating with the Board 118 Other Information 118 Other Matters 118 Definitions and Reconciliations 119 A PPENDIX I – AMENDED AND RESTATED 1997 STOCK AWARD AND INCENTIVE PLAN 125 2024 Proxy Statement xvii For definitions of "Funds from operations per share – diluted, as adjusted" and "Net operating income" and reconciliations from the most directly comparable GAAP measures, see the " Definitions and Reconciliations " section of this Proxy Statement. 2024 Proxy Statement xviii ALEXANDRIA REAL ESTATE EQUITIES, INC. PROXY STATEMENT for ANNUAL MEETING OF STOCKHOLDERS to be held on Tuesday, May 14, 2024 GENERAL INFORMATION This Proxy Statement is provided to stockholders of Alexandria Real Estate Equities, Inc., a Maryland corporation (the "Company," "Alexandria," "our," "we," and "us"), to solicit proxies, on the form of proxy enclosed, for exercise at the 2024 Annual Meeting of Stockholders (the " 2024 Annual Meeting") to be held on Tuesday, May 14, 2024, at 11:00 a.m. Pacific Time, at 26 North Euclid Avenue, Pasadena, CA 91101, or at any postponement or adjournment thereof. The Board of Directors of the Company (the "Board") knows of no matters to come before the 2024 Annual Meeting other than those described in this Proxy Statement. This Proxy Statement and the enclosed proxy are first being mailed to stockhol

Forward-Looking Statements

Forward-Looking Statements Certain information and statements in this Proxy Statement, including, without limitation, statements containing the words "forecast," "guidance," "goals," "projects," "estimates," "anticipates," "believes," "expects," "intends," "may," "plans," "seeks," "should," "potential," "targets," "aims," or "will," or the negative of these words or similar words, constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Forward-looking statements in this Proxy Statement include, without limitation, statements regarding our future growth and capital plans; our environmental, social, and governance initiatives, policies, practices, and performance; our sustainability goals; and performance goals of our NEOs to the extent such goals are premised on future performance or events. Forward-looking statements involve inherent risks and uncertainties regarding events, conditions, and financial trends that may affect our future plans of operations, business strategy, sustainability goals, results of operations, and financial position. A number of factors could cause actual results to differ materially from those included within or contemplated by the forward-looking statements herein, including, without limitation, the risks and uncertainties described under "Risk Factors" in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023. We do not undertake any responsibility to update any of these factors or to announce publicly any revisions to forward-looking statements, whether as a result of new information, future events, or otherwise. 2024 Proxy Statement 2 PROXY STATEMENT SUMMARY This summary highlights information contained elsewhere in this Proxy Statement. As this is only a summary, please read the entire Proxy Statement carefully before voting or

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