Douglas Emmett Inc. Files Definitive Proxy Statement

TL;DR

<b>Douglas Emmett Inc. has filed its Definitive Proxy Statement for the 2023 fiscal year, detailing executive compensation and equity awards.</b>

AI Summary

Douglas Emmett Inc (DEI) filed a Proxy Statement (DEF 14A) with the SEC on April 19, 2024. Douglas Emmett Inc. filed a Definitive Proxy Statement (DEF 14A) on April 19, 2024. The filing covers the period from January 1, 2023, to December 31, 2023. The company's principal executive offices are located at 1299 Ocean Avenue, Suite 1000, Santa Monica, CA 90401. Douglas Emmett Inc. is incorporated in Maryland (MD). The filing includes data related to equity awards granted to principal executive officers (PEO) and non-principal executive officers for the fiscal years 2020-2023.

Why It Matters

For investors and stakeholders tracking Douglas Emmett Inc, this filing contains several important signals. This filing provides shareholders with crucial information regarding executive compensation, including equity awards, which can influence voting decisions on related proposals. Understanding the details of equity awards and their valuation is important for assessing management's alignment with shareholder interests and the company's long-term performance.

Risk Assessment

Risk Level: low — Douglas Emmett Inc shows low risk based on this filing. The filing is a routine DEF 14A, which is standard for public companies and does not indicate any unusual financial or operational events.

Analyst Insight

Review the executive compensation details and equity award grants to understand management's incentives and potential impact on future performance.

Key Numbers

• 2024-04-19 — Filing Date (Date the DEF 14A was filed)
• 2023-12-31 — Fiscal Year End (End date of the reporting period)
• 2023-01-01 — Reporting Period Start (Start date of the reporting period)
• 2022-12-31 — Prior Fiscal Year End (End date of the prior reporting period)
• 2021-12-31 — Prior Fiscal Year End (End date of the prior reporting period)
• 2020-12-31 — Prior Fiscal Year End (End date of the prior reporting period)

Key Players & Entities

• Douglas Emmett Inc. (company) — Filer of the document
• 1299 Ocean Avenue, Suite 1000 (location) — Company's business and mailing address
• Santa Monica (location) — City of company's address
• CA (location) — State of company's address
• 90401 (location) — ZIP code of company's address
• MD (location) — State of incorporation

FAQ

Industry Context

Douglas Emmett Inc. operates as a Real Estate Investment Trust (REIT), primarily focused on owning, managing, and developing office and multifamily properties.

Regulatory Implications

As a publicly traded company, Douglas Emmett Inc. is subject to SEC regulations, including the requirement to file proxy statements (DEF 14A) to inform shareholders about corporate governance and executive compensation.

What Investors Should Do

1. Analyze the detailed breakdown of executive compensation for 2023.
2. Review the terms and valuations of equity awards granted to PEO and non-PEO individuals.
3. Assess any proposed shareholder actions or governance changes outlined in the proxy statement.

Key Dates

• 2024-04-19: Filing of DEF 14A — Provides details on executive compensation and shareholder matters for the 2023 fiscal year.

Year-Over-Year Comparison

This filing is a DEF 14A, which is a routine annual filing. Specific financial or operational performance data compared to the previous year is not detailed within this document's header information.

Filing Documents

• nysedei-20240419.htm (DEF 14A) — 731KB
• nysedei-20240419_g1.jpg (GRAPHIC) — 6KB
• nysedei-20240419_g2.jpg (GRAPHIC) — 38KB
• nysedei-20240419_g3.jpg (GRAPHIC) — 40KB
• nysedei-20240419_g4.jpg (GRAPHIC) — 34KB
• nysedei-20240419_g5.jpg (GRAPHIC) — 75KB
• nysedei-20240419_g6.jpg (GRAPHIC) — 63KB
• nysedei-20240419_g7.jpg (GRAPHIC) — 57KB
• nysedei-20240419_g8.jpg (GRAPHIC) — 585KB
• nysedei-20240419_g9.jpg (GRAPHIC) — 421KB
• 0001364250-24-000019.txt (&nbsp;) — 4767KB
• nysedei-20240419.xsd (EX-101.SCH) — 1KB
• nysedei-20240419_htm.xml (XML) — 192KB

Executive Compensation

Executive Compensation 19 CEO Pay Ratio 35 Pay Versus Performance 36 Director Compensation 40 Equity Compensation Plan Information 41 Audit Committee Report 42 Independent Registered Public Accounting Firm 43 Transactions With Related Persons 44 Householding Of Proxy Materials 44 Stockholders' Nominations and Other Proposals for the 2025 Annual Meeting of Stockholders 45

Forward-Looking Statements

Forward-Looking Statements 45 Other Matters 45 Annual Report to Stockholders 46 1299 Ocean Avenue, Suite 1000, Santa Monica, California 90401 PROXY STATEMENT ANNUAL MEETING OF STOCKHOLDERS This Proxy Statement is furnished to the stockholders of Douglas Emmett, Inc., a Maryland corporation, in connection with the solicitation of proxies on behalf of our Board of Directors (our "Board"). The proxies solicited hereby are to be voted at our Annual Meeting of Stockholders to be held on May 30, 2024 at 9:00 a.m. Pacific Daylight Time and at any and all adjournments thereof (our "Annual Meeting"). PROPOSAL FOR MORE INFORMATION BOARD RECOMMENDATION DOUGLAS EMMETT PROPOSALS Proposal 1: To elect ten directors to serve on the Board of Directors until the 2025 annual meeting of stockholders and until their successors are duly elected and qualify. Page 6 FOR EACH NOMINEE Proposal 2: To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for 2024. Page 10 FOR Proposal 3: To approve, in a non-binding advisory vote, our named executive officer compensation for 2023, as more fully described in this Proxy Statement. Page 11 FOR This year's Annual Meeting will be online and a completely virtual meeting of stockholders. You will not be able to physically attend the Annual Meeting. If you wish to attend the virtual 2024 Annual Meeting, you must register in advance by visiting https://www.viewproxy.com/DEI/2024/htype.asp . Your registration must be received by 11:59 p.m. Eastern Daylight Time on May 28, 2024. You will receive a meeting invitation by e-mail with your unique meeting link along with a password prior to the meeting date. You may also authorize a proxy to vote your shares at the Annual Meeting by returning a signed Proxy Card in the enclosed postage-paid envelope, or by internet or telephone, or by following the instructions you receive from your bank, broker or other nominee. Our Board of Directors ha

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management The following table presents the beneficial ownership of our common stock as of the Record Date, by (i) each person or entity known by us to own beneficially more than 5% of our outstanding common stock (based upon our review of the most recent Schedule 13D and 13G filings as of the Record Date), (ii) each of our directors and nominees, (iii) each of our executive officers and (iv) all of our directors and executive officers as a group. Except as otherwise noted, each of the persons or entities named each has sole voting and investment power with respect to all shares shown as beneficially owned by them, and the address of each of the individuals is c/o Douglas Emmett, Inc., 1299 Ocean Avenue, Suite 1000, Santa Monica, California 90401. Common stock (1) Name and Address of Owner (2) Number of Shares Percent of Class (1) Jordan L. Kaplan (3) 11,830,371 6.7% Kenneth M. Panzer (4) 9,214,484 5.3% Dan A. Emmett (5) 5,185,092 3.0% Kevin A. Crummy 338,180 * Shirley Wang 284,000 * Leslie E. Bider 269,139 * Michele L. Aronson 157,217 * Thomas E. O'Hern 110,229 * Dr. David T. Feinberg 83,989 * William E. Simon, Jr. 53,452 * Peter D. Seymour 41,136 * Virginia A. McFerran 32,248 * Dorene C. Dominguez — — Ray C. Leonard — — The Vanguard Group, Inc. (6) 100 Vanguard Blvd., Malvern, PA 19355 26,187,297 15.6% BlackRock, Inc. (7) 50 Hudson Yards, New York, NY 10001 24,166,878 14.4% First Eagle Investment Management, LLC (8) 1345 Avenue of the Americas, New York, NY 10105 13,778,932 8.2% 1 Congress Street, Boston, MA 02114 10,929,446 6.5% Wellington Management Group LLP (10) 280 Congress Street, Boston, MA 02110 9,358,733 5.6% All officers, directors and nominees as a group (14 persons) 27,599,537 14.7% _________________________________________ * Less than 1% See notes to the table on the next page 3 1. Pursuant to Item 403 of Regulation S-K, t

View Full Filing

View this DEF 14A filing on SEC EDGAR