Investor Presentaiton
Compensation Aligned with Shareholder Experience
FY21 NEO Compensation Program Summary
Component
Format
Base Salary
Fixed payments, generally targeted to approximate the market
median of peer group
A VENTAS®
Percentage of FY21
Total Target
Compensation¹
CEO/Other NEOS
8-17%
Compensation program motivates value
creation
Pay mix emphasizes pay-for-performance link
More than 90% of CEO's target pay and 80% of other
NEOS' target pay is variable and at risk
FY21 annual incentive program comprised of two
half-year performance periods to support an agile
response to the pandemic
FY22 annual incentive program is shifting to 60%
weighting for financial objectives, closer to the 65% in
place prior to the pandemic
Program aligns with shareholder experience
and is responsive to shareholder feedback
Three-year realized pay for all NEOs significantly
below target
No payout for the 2019-2021 performance shares,
primarily tied to TSR metrics
Negative discretion applied to reduce FY20 and FY21
annual incentive payouts to align with shareholder
experience
FY22 target compensation reduction for the CEO by
14% and for the CFO and CIO by 8% in response to
shareholder feedback
Annual Cash Incentive
First Half 2021
20% Balance Sheet
10% Senior Housing
10% Internal Culture
10% Investment
Second Half 2021
10% Balance Sheet
10% Senior Housing
10% Internal Culture
10% Dispositions
15-25%
Management
10% New Senior Closing
& Integration
Individual performance weighted 50%
Long-Term Incentive
CEO/Other NEOs
Payouts based on 3-year performance against rigorous targets:
70%/60% Performance RSUs
TSR Relative to the MSCI U.S. REIT Index
R&I Pipeline Openings²
DE&I²
25/29%
25/29% TSR Relative to FTSE Nareit Equity Health Care Index
20/17% Net Debt to EBITDA²
10/8%
20/17%
58-77%
30% 40% Restricted Stock Units
Vest over 3 years
Source: Company filings.
(1) Excludes 2021 one-time equity retention awards made to named executive officers other than our CEO, which are not part of our regular annual compensation program
(2) Our Net Debt to EBITDA Ratio, R&I Pipeline Openings and Diversity, Equity and Inclusion goals are confidential to us and competitively sensitive and therefore are not disclosed
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