Alexander & Baldwin, Inc. Files Definitive Proxy Statement

Ticker: ALEX · Form: DEF 14A · Filed: Mar 12, 2024 · CIK: 1545654

Sentiment: neutral

Topics: DEF 14A, Proxy Statement, Alexander & Baldwin, Corporate Governance, Shareholder Meeting

TL;DR

<b>Alexander & Baldwin, Inc. has filed its Definitive Proxy Statement for the period ending April 23, 2024.</b>

AI Summary

Alexander & Baldwin, Inc. (ALEX) filed a Proxy Statement (DEF 14A) with the SEC on March 12, 2024. Alexander & Baldwin, Inc. filed a Definitive Proxy Statement (DEF 14A) on March 12, 2024. The filing covers the period ending April 23, 2024. The company's principal executive offices are located at 822 Bishop Street, Honolulu, HI. The SIC code for Alexander & Baldwin, Inc. is 6798 (Real Estate Investment Trusts). The company was formerly known as A & B II, Inc. and A&B II, Inc.

Why It Matters

For investors and stakeholders tracking Alexander & Baldwin, Inc., this filing contains several important signals. This DEF 14A filing provides crucial information for shareholders ahead of the annual meeting, detailing executive compensation, board nominations, and voting matters. Understanding the details within this proxy statement is essential for shareholders to make informed decisions regarding corporate governance and the company's strategic direction.

Risk Assessment

Risk Level: low — Alexander & Baldwin, Inc. shows low risk based on this filing. The filing is a routine DEF 14A, which is standard for public companies and does not contain new material financial information or significant operational changes.

Analyst Insight

Shareholders should review the proxy statement to understand executive compensation, board proposals, and exercise their voting rights.

Key Numbers

Key Players & Entities

FAQ

When did Alexander & Baldwin, Inc. file this DEF 14A?

Alexander & Baldwin, Inc. filed this Proxy Statement (DEF 14A) with the SEC on March 12, 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 Alexander & Baldwin, Inc. (ALEX).

Where can I read the original DEF 14A filing from Alexander & Baldwin, 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 Alexander & Baldwin, Inc..

What are the key takeaways from Alexander & Baldwin, Inc.'s DEF 14A?

Alexander & Baldwin, Inc. filed this DEF 14A on March 12, 2024. Key takeaways: Alexander & Baldwin, Inc. filed a Definitive Proxy Statement (DEF 14A) on March 12, 2024.. The filing covers the period ending April 23, 2024.. The company's principal executive offices are located at 822 Bishop Street, Honolulu, HI..

Is Alexander & Baldwin, Inc. a risky investment based on this filing?

Based on this DEF 14A, Alexander & Baldwin, Inc. presents a relatively low-risk profile. The filing is a routine DEF 14A, which is standard for public companies and does not contain new material financial information or significant operational changes.

What should investors do after reading Alexander & Baldwin, Inc.'s DEF 14A?

Shareholders should review the proxy statement to understand executive compensation, board proposals, and exercise their voting rights. The overall sentiment from this filing is neutral.

How does Alexander & Baldwin, Inc. compare to its industry peers?

Alexander & Baldwin, Inc. operates within the Real Estate Investment Trusts (REITs) sector, focusing on real estate and construction.

Are there regulatory concerns for Alexander & Baldwin, Inc.?

As a publicly traded company, Alexander & Baldwin, Inc. is subject to SEC regulations, including the requirement to file Definitive Proxy Statements (DEF 14A) for shareholder meetings.

Industry Context

Alexander & Baldwin, Inc. operates within the Real Estate Investment Trusts (REITs) sector, focusing on real estate and construction.

Regulatory Implications

As a publicly traded company, Alexander & Baldwin, Inc. is subject to SEC regulations, including the requirement to file Definitive Proxy Statements (DEF 14A) for shareholder meetings.

What Investors Should Do

  1. Review the full DEF 14A filing for detailed information on executive compensation packages.
  2. Examine the proposals to be voted on at the shareholder meeting, including board member elections.
  3. Understand the company's governance structure and any proposed changes outlined in the filing.

Year-Over-Year Comparison

This filing is a DEF 14A, which is a standard disclosure document for annual shareholder meetings and does not represent a change from previous filings of the same type.

Filing Stats: 4,602 words · 18 min read · ~15 pages · Grade level 12.9 · Accepted 2024-03-11 20:31:53

Key Financial Figures

Filing Documents

Executive Compensation Linked to Performance

Executive Compensation Linked to Performance 2023 results reflected the strong performance of A&B's high-quality portfolio of grocery-anchored retail, industrial and ground lease assets. The Commercial Real Estate ("CRE") portfolio grew its Same-Store Net Operating Income ("NOI") by just under 7% year over year (excluding collections of previously reserved amounts). Leasing activity remained robust, finishing the year with total leased occupancy of 95%. Comparable new and renewal leasing spreads for the improved portfolio were 8.0% and 7.6%, respectively. In addition, we significantly advanced our simplification strategy, selling Grace Pacific LLC ("Grace Pacific"), our materials and construction subsidiary, and related assets. We completed the Manoa Marketplace revitalization. We also continued to expand our photovoltaic ("PV") program, adding a second project at Kaka'ako Commerce Center, to our 1.3 megawatt PV system at Pearl Highlands Center, one of the largest solar rooftop installations in the state. Our balance sheet continues to be a core strength of the Company, and we repurchased over 180,000 shares of A&B common stock. In addition to strong performance in 2023, the Company continued to focus on corporate responsibility and good governance in executive pay programs, all of which are described in further detail in this Proxy Statement. The Company firmly believes in pay for performance and aligning pay with shareholder interests and the Company's business objectives. Accordingly, the majority of executive compensation is tied to performance. As displayed in the charts below, in 2023, 76% and 77% of the target compensation for our current President and Chief Executive Officer ("CEO"), Lance Parker, and former President and CEO, Christopher Benjamin, respectively, were in the form of performance-based pay, consisting of annual incentives (cash) and long-term incentives (equity), with the remaining 24% and 23% set as fixed pay. For our other Named Executive

Security Ownership of Directors and Executive Officers

Security Ownership of Directors and Executive Officers 19 Certain Relationships and Transactions 19

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 20 Compensation Discussion and Analysis 20 Compensation Committee Report 32 Compensation Committee Interlocks and Insider Participation 32 Summary Compensation Table 32 Grants of Plan-Based Awards 33 Outstanding Equity Awards at Fiscal Year-End 34 Option Exercises and Stock Vested 35 Pension Benefits 35 Non-Qualified Deferred Compensation 36 Other Potential Post-Employment Payments 37 CEO to Median Employee Pay Ratio Information 39

Executive Compensation – Pay v. Performance

Executive Compensation – Pay v. Performance 40 Use of Non-GAAP Financial Measures 44 PROPOSAL NO. 2: Advisory Vote on Executive Compensation 46 AUDIT COMMITTEE REPORT 47 PROPOSAL NO. 3: Ratification of Appointment of Independent Registered Public Accounting Firm 47 SHAREHOLDER PROPOSALS FOR 2025 48 A LEXANDER & B ALDWIN, I NC. 2024 P ROXY S TATEMENT iv TABLE OF CONTENTS PROXY STATEMENT ANNUAL MEETING INFORMATION Why am I receiving these materials? The Board of Directors of Alexander & Baldwin, Inc. ("A&B" or the "Company") is soliciting proxies for the Annual Meeting of Shareholders to be held on April 23, 2024 and at any adjournment or postponement of the meeting (the "Annual Meeting"). Why did I receive a notice in the mail regarding the Internet availability of the proxy materials instead of a paper copy of the full set of proxy materials? On or around March 12, 2024, we mailed to our shareholders (other than to certain street name shareholders or those who previously requested electronic or paper delivery) a Notice of Internet Availability of Proxy Materials, which contains instructions for accessing and reviewing on the Internet all of our proxy materials, including this Proxy Statement and our 2023 Annual Report to Shareholders. In accordance with rules and regulations adopted by the U.S. Securities and Exchange Commission ("SEC"), instead of mailing a printed copy of our proxy materials to each shareholder of record, we are furnishing proxy materials on the Internet. This process is designed to expedite shareholders' receipt of proxy materials, lower the cost of the Annual Meeting and help conserve natural resources. How can I request a paper copy of these materials? You will not receive a printed copy of the proxy materials unless you request it. If you would prefer to receive printed proxy materials, please follow the instructions for requesting such materials contained in the Notice of Internet Availability of Proxy Mate

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