SL Green Realty Corp. Proxy Statement Filed

TL;DR

SL Green proxy statement out for June 3rd annual meeting - vote your shares!

AI Summary

SL Green Realty Corp. is holding its annual meeting on June 3, 2024. The company is filing a definitive proxy statement (DEFA14A) to provide shareholders with information regarding the meeting. The filing details the company's governance and matters to be voted on by shareholders.

Why It Matters

This filing is crucial for shareholders as it outlines the agenda and proposals for the annual meeting, enabling them to make informed voting decisions on the company's future direction.

Risk Assessment

Risk Level: low — This is a routine proxy filing providing information to shareholders about an upcoming annual meeting, not indicating any immediate financial distress or significant operational changes.

Key Players & Entities

• SL Green Realty Corp. (company) — Registrant
• June 3, 2024 (date) — Annual Meeting Date
• 0001040971 (company) — Central Index Key
• 2125942700 (phone_number) — Business Phone

FAQ

Key Financial Figures

• $1 billion — th a market capitalization in excess of $1 billion and outperforming the Dow Jones US Offi

Filing Documents

• tm2415358d1_defa14a.htm (DEFA14A) — 41KB
• tm2415358d1_defa14aimg001.jpg (GRAPHIC) — 8KB
• 0001104659-24-064629.txt ( ) — 53KB

From the Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a party other than the Registrant CHECK THE APPROPRIATE BOX: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under §240.14a-12 SL Green Realty Corp. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) PAYMENT OF FILING FEE (CHECK ALL BOXES THAT APPLY): No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 Dear Fellow Stockholders, Ahead of the annual meeting of SL Green Realty Corp. (“SL Green” or the “Company”) on June 3, 2024 (the “Annual Meeting”), the Board and Compensation Committee (the “Committee”) want to express our appreciation for stockholders’ consistent support of the Company over many years, as we have enhanced our executive compensation program to align with Company performance and stockholder value while retaining our talented and tenured management team. 2023 was a banner year for SL Green with our total shareholder return (“TSR”) of 48% ranking the highest of our office REIT peers, the 3rd highest of 128 REITs with a market capitalization in excess of $1 billion and outperforming the Dow Jones US Office Real Estate Index by nearly 5,000 basis points. This performance reflects the market’s recognition of our significant accomplishments in 2023, including achieving a majority of the goals and objectives that we outlined at our Institutional Investor Conference on December 5, 2022. On a longer term basis, over the three-year period from 2021 through 2023, our TSR ranks in the top 16 th percentile of the Dow Jones US Office Real Estate Index (#3 out of 20 companies in such index). We Have Demonstrated Extensive Responsiveness to Stockholder Feedback in Successive Years We strongly disagree with the statement in the ISS report issued on May 21, 2024, that the Committee has not been sufficiently responsive to the 2023 say on pay vote. To the contrary, the Committee is committed to robust stockholder engagement and has direct communication with a significant number of stockholders each year to gather valuable feedback. This feedback is critical to the Committee and Board discussions on executive compensation and informs the decisions taken and changes implemented. Committee Responsiveness to 2023 Say on Pay In 2023, our stockholder outreach program was the most extensive in our history. Starting in the fall of 2023 SL Green contacted stockholders holding approximately 75% of outstanding shares, had substantive one-on-one discussions with stockholders owning approximately 69% of outstanding shares and Directors participated in conversations with stockholders owning approximately 38% of outstanding shares. During these conversations, stockholders expressed strong support for the significant changes made to the executive compensation program over recent years and appreciated our strong commitment to stockholder engagement. The majority of the feedback focused on the short-term performance periods in long-term performance incentives. Stockholders who raised this issue understand and appreciate that the CEO’s current employment agreement expires in January 2025, and recognized that any changes could not be implemented prior to the expiration of that contract. Given the inability to make any immediate changes to the short-term performance periods, during these discussions, the Company affirmed that this issue would be part of an overall assessment by the Committee in connection with our CEO’s new employment agreement, consistent with the commitment disclosed in the 2023 proxy statement. Discussions regarding that agreement have already commenced. The Company also reaffirms that it will solicit further feedback on employment agreement matters from stockholders during its 2024 stockholder outreach. In direct response to feedback received in prior years, the Committee implemented the following enhancements in its 2023 executive compensation: § A vesting cap for performance-based awards subject to relative TSR performance such that the awards cannot be earned above target level when absolute TSR is negative even if relative TSR outperforms peers. § A formulaic cash bonus component for our CFO’s annual cash bonus that accounts for 60% of his annual bonus, eliminating a 100% discretionary annual bonus. § Eliminated automobile benefits for leased and company-owned vehicles for all NEOs. We Have Designed a Pay Program That Ena

View Full Filing

View this DEFA14A filing on SEC EDGAR