SITE Centers Corp. Files Definitive Proxy Statement

Ticker: SITC · Form: DEF 14A · Filed: Apr 2, 2024 · CIK: 894315

Sentiment: neutral

Topics: Proxy Statement, SITE Centers Corp., Annual Meeting, Corporate Governance, Shareholder Information

TL;DR

<b>SITE Centers Corp. has filed its definitive proxy statement for the upcoming annual meeting.</b>

AI Summary

SITE Centers Corp. (SITC) filed a Proxy Statement (DEF 14A) with the SEC on April 2, 2024. SITE Centers Corp. filed a Definitive Proxy Statement on April 2, 2024. The filing pertains to the company's proxy statement for the 2024 annual meeting. The company's fiscal year end is December 31. SITE Centers Corp. was formerly known as DDR Corp. and Developers Diversified Realty Corp. The filing is made under the 1934 Act, SEC file number 001-11690.

Why It Matters

For investors and stakeholders tracking SITE Centers Corp., this filing contains several important signals. This filing is a standard requirement for publicly traded companies to inform shareholders about matters to be voted on at the annual meeting, including director elections and executive compensation. Shareholders will use this document to make informed decisions regarding corporate governance and the company's strategic direction.

Risk Assessment

Risk Level: low — SITE Centers Corp. shows low risk based on this filing. The filing is a routine DEF 14A, indicating standard corporate governance procedures rather than immediate material events.

Analyst Insight

Review the proxy statement for details on director nominations, executive compensation, and any shareholder proposals to understand the company's governance and strategic priorities.

Key Numbers

Key Players & Entities

FAQ

When did SITE Centers Corp. file this DEF 14A?

SITE Centers Corp. filed this Proxy Statement (DEF 14A) with the SEC on April 2, 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 SITE Centers Corp. (SITC).

Where can I read the original DEF 14A filing from SITE Centers Corp.?

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 SITE Centers Corp..

What are the key takeaways from SITE Centers Corp.'s DEF 14A?

SITE Centers Corp. filed this DEF 14A on April 2, 2024. Key takeaways: SITE Centers Corp. filed a Definitive Proxy Statement on April 2, 2024.. The filing pertains to the company's proxy statement for the 2024 annual meeting.. The company's fiscal year end is December 31..

Is SITE Centers Corp. a risky investment based on this filing?

Based on this DEF 14A, SITE Centers Corp. presents a relatively low-risk profile. The filing is a routine DEF 14A, indicating standard corporate governance procedures rather than immediate material events.

What should investors do after reading SITE Centers Corp.'s DEF 14A?

Review the proxy statement for details on director nominations, executive compensation, and any shareholder proposals to understand the company's governance and strategic priorities. The overall sentiment from this filing is neutral.

How does SITE Centers Corp. compare to its industry peers?

SITE Centers Corp. operates as a Real Estate Investment Trust (REIT) in the real estate sector.

Are there regulatory concerns for SITE Centers Corp.?

The filing is made under Rule 14a-101 of the Securities Exchange Act of 1934, governing proxy statements.

Industry Context

SITE Centers Corp. operates as a Real Estate Investment Trust (REIT) in the real estate sector.

Regulatory Implications

The filing is made under Rule 14a-101 of the Securities Exchange Act of 1934, governing proxy statements.

What Investors Should Do

  1. Review the election of directors and their qualifications.
  2. Examine executive compensation details and any related proposals.
  3. Identify any shareholder proposals and the company's recommendation.

Key Dates

Year-Over-Year Comparison

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

Filing Stats: 4,396 words · 18 min read · ~15 pages · Grade level 13.3 · Accepted 2024-04-02 16:05:56

Key Financial Figures

Filing Documents

Security Ownership of Directors and Management

Security Ownership of Directors and Management 18 Corporate Sustainability Highlights 19 4. Proposal Two: Authorization of the Board to Effect, in its Discretion, a Reverse Stock Split of the Company's Common Shares and Adoption of a Corresponding Amendment to the Articles of Incorporation Proposal Summary and Board Recommendation 22 Purposes of the Reverse Stock Split 22 Determination of the Reverse Stock Split Ratio 23 Board Discretion to Implement or Abandon the Reverse Stock Split 23 Impact of the Reverse Stock Split 23 Certain Risk Factors Associated with the Reverse Stock Split 23 Practical Considerations 24 Accounting Consequences 24 No Dissenters' Rights 25 Interests of Directors and Executive Officers 25 Procedure for Effecting Reverse Stock Split 25 5. Proposal Three: Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers Proposal Summary and Board Recommendation 26 Compensation Committee Report 27 Compensation Committee Interlocks and Insider Participation 27 6. Compensation Discussion and Analysis Overview 28 Executive Summary 28 Compensation Program Design 30 2023 Compensation Program 34 Stock Ownership Guidelines 39 Hedging and Pledging Policy 40

Executive Compensation Clawback Policy

Executive Compensation Clawback Policy 40 Compensation-Related Risk Analysis 40 Table of Contents 7. Executive Compensation Tables and Related Disclosure 2023 Summary Compensation Table 41 2023 Grants of Plan-Based Awards Table 42 Outstanding Equity Awards at 2023 Fiscal Year-End Table 43 2023 Option Exercises and Stock Vested Table 44 2023 Nonqualified Deferred Compensation Table 44 Potential Payments Upon Termination or Change in Control 45 Employment Agreements 47 CEO Pay Ratio 49 Pay Versus Performance 50 Pay Versus Performance Table 50 2023 Tabular List 52 Descriptions of Relationships Between CAP and Certain Financial Performance Measure Results 52 8. Proposal Four: Ratification of PricewaterhouseCoopers LLP as the Company's Independent Registered Public Accounting Firm Proposal Summary and Board Recommendation 54 Fees Paid to PricewaterhouseCoopers LLP 54 Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Auditors 55 Auditor Independence 55 Audit Committee Report 55 9. Corporate Governance and Other Matters Codes of Ethics 56 Reporting and Non-Retaliation Policy 57 Related-Party Transactions 57

Security Ownership of Certain Beneficial Owners

Security Ownership of Certain Beneficial Owners 58 Delinquent Section 16(a) Reports 58 Shareholder Proposals for 2025 Annual Meeting of Shareholders 58 Householding 59 Other Matters 59 10. Frequently Asked Questions Why did you send me this Proxy Statement? 60 Who is entitled to vote at the Annual Meeting? 60 How do I attend and vote at the virtual Annual Meeting? 60 How many votes do I have? 61 How do I vote by proxy? 61 May I revoke my proxy? 62 Who is soliciting my proxy? 62 Can I receive these proxy materials by email in the future? 62 What constitutes a quorum? 62 What vote is required to approve each proposal assuming that a quorum is present at the Annual Meeting? 63 Annex A – Amendment to Articles of Incorporation to Effect Reverse Stock Split A-1 Table of Contents PROXY STATEMENT SUMMARY 1. Proxy Statement Summary This Proxy Statement Summary contains highlights and information that can be found elsewhere in this Proxy Statement as indicated by the applicable page references. This summary does not contain all of the information that you should consider, and therefore you should read the entire Proxy Statement. 2024 Annual Meeting of Shareholders Date and Time: Wednesday, May 8, 2024 at 9:00 a.m. Eastern Time Location: SITE Centers Corp. ("we," "our," "us," the "Company" or "SITE Centers") will hold its 2024 Annual Meeting of Shareholders (the "2024 Annual Meeting" or the "Annual Meeting") in a virtual meeting format via the Internet at www.meetnow.global/MF72XG4 . You will not be able to physically attend the Annual Meeting in person. For more information on how to attend and vote at the Annual Meeting, see "Frequently Asked Questions—How do I attend and vote at the virtual Annual Meeting?" on page 60 of this Proxy Statement. Record Date: March 15, 2024 Mail Date: We will begin mailing this Proxy Statement and the accompanying Notice of Annual Meeting of Shareholders,

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