ONE LIBERTY PROPERTIES INC
For the period ended Jun 5, 2025. Filed Apr 15, 2025.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Jun 5, 2025 · Filed Apr 15, 2025
Contents
Compensation Program
We describe below our compensation objectives, policies and decisions as applied to the compensation provided by us in 2024 to the “named executive officers” identified below under “ —Named Executive Officers”. This discussion focuses on the information contained in the compensation tables appearing herein, but also describes our historic compensation structure to enhance an understanding of our executive compensation program.
Smaller Reporting Company
We are a “smaller reporting company”, and as such, we are permitted to disclose executive and other compensation and certain other information in accordance with Items 402(l) –(r) of Regulation S-K (the “Smaller Company Reporting Requirements”). Pursuant to these provisions, among other things, we are generally only required to provide compensation information with respect to our chief executive officer (i.e., Mr. Patrick J. Callan, Jr.) and the next two highest paid executive officers (i.e., Mr. Lawrence G. Ricketts, Jr. and Matthew J. Gould) and are not required to provide certain tabular data (e.g., the “Grant of Plan Based Awards Table” and the “Option Exercises and Stock Vested Table”). To the extent we disclose more information than is required to be disclosed by Smaller Company Reporting Requirements (and we disclaim any obligation to disclose such additional information now and in the future), we view such additional information as supplemental, and provide it in the possibility that some stockholders or other readers of this document may find it of interest. The supplemental information we provide is not as extensive as, and may not correspond to, the information required to be provided by larger companies or companies that are not eligible to use the smaller company or other similar scaled reporting frameworks.
Background
We have two categories of officers: (i) officers who devote their full business time to our affairs; and (ii) officers who devote their business time to us on a part-time basis. Our full-time officers and employees are compensated directly and solely by us. Except for Equity Awards and our payment of the chairman’s and vice chairman’s fee, substantially all of our part-time executive officers and employees are compensated, directly or indirectly, by Majestic which, pursuant to the C&SA, provides us with (i) certain executive, administrative, legal, accounting, clerical, property management, property acquisition and consulting (i.e., sale, leasing, mortgage financing and construction supervisory) services and (ii) certain facilities and other resources (collectively, the “Services”). See “Certain Relationships and Related Party Transactions.”
Substantially all of our full-time and part-time executive officers and other employees, including employees of “affiliates” of ours who perform services for us on a part-time basis, receive Equity Awards approved by, or pursuant to authority delegated by, the compensation committee. We refer to certain entities as “affiliates” of ours because such entities share with us certain executive personnel and/or ownership. The use of such term does not constitute an acknowledgement that such entities are affiliates (as such term is used in the Securities Act of 1933, as amended, or the Exchange Act) of ours or of one another.
Named Executive Officers
Pursuant to the Smaller Company Reporting Requirements, our named executive officers for 2024 are Patrick J. Callan, Jr., President and Chief Executive Officer, Lawrence G. Ricketts, Jr., Executive Vice President and Chief Operating Officer, both of whom devote their full-time to our affairs, and Matthew J. Gould, Chairman of our Board, who devotes time to us on a part-time, as-needed basis.
In addition, as noted above under “—Smaller Reporting Company”, we are, on a supplemental basis, providing information regarding Jeffrey A. Gould, Senior Vice President, and Isaac Kalish, Senior Vice President and Chief Financial Officer, each of whom devotes time to our affairs on a part-time, as needed, basis. Except as otherwise indicated or the context otherwise requires, for ease of reference, we refer to Messrs. Callan, Ricketts, M. Gould, J. Gould and I. Kalish collectively as “named executive officers”.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.