Terreno Realty Corp
For the period ended May 6, 2025. Filed Mar 21, 2025.
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May 6, 2025 · Filed Mar 21, 2025
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Contents
SUMMARY COMPENSATION TABLE
The table below summarizes the total compensation paid or awarded to each of our named executive officers for 2024, 2023, and 2022. For a more thorough discussion of our executive compensation programs, see “Compensation Discussion and Analysis,” which begins on page 30 of this proxy statement.
| Name and Principal Position | Year | Salary($) | Bonus($)(1) | StockAwards ($)(2) | All OtherCompensation($)(3) | Total($) |
|---|---|---|---|---|---|---|
| W. Blake Baird Chairman and Chief Executive Officer, Co-Founder | 202420232022 | 800,000800,000800,000 | — — | 4,497,9754,236,9013,620,541 | 10,3509,9009,150 | 5,308,3255,046,8014,429,691 |
| Michael A. Coke President, Co-Founder | 202420232022 | 800,000800,000800,000 | — — — | 4,497,9754,236,9013,620,541 | 10,3509,9009,150 | 5,308,3255,046,8014,429,691 |
| Jaime J. Cannon Executive Vice President and Chief Financial Officer | 202420232022 | 407,500400,000367,500 | 450,000375,000400,000 | 1,947,1091,745,4961,539,561 | 10,3509,9009,150 | 2,814,9592,530,3962,316,211 |
| John T. Meyer Executive Vice President and Chief Operating Officer | 202420232022 | 407,500400,000367,500 | 450,000375,000400,000 | 1,947,1091,745,4961,539,561 | 10,3509,9009,150 | 2,814,9592,530,3962,316,211 |
| (1) | We do not have, nor are we currently planning to adopt, an annual cash incentive bonus plan for Messrs. Baird and Coke although we reserve our right to do so in the future. For Messrs. Cannon and Meyer, the amounts reported reflect annual cash incentive bonuses earned in the applicable year. For a further discussion of the annual cash incentive bonuses with respect to Messrs. Cannon and Meyer, see “Annual Cash Incentive Bonus” under “Compensation Discussion and Analysis – Principal Elements of Compensation and Total Direct Compensation” in this proxy statement. |
| (2) | Includes aggregate awards granted by our compensation committee in 2024 under our Long-Term Incentive Plan for the performance period from January 1, 2024, to December 31, 2026, with a grant date fair value, computed in accordance with FASB ASC Topic 718, of $2,897,958 for each of Messrs. Baird and Coke, and $1,197,093 for each of Messrs. Cannon and Meyer, in each case determined based on the probable outcome of the award. Refer to note 2 to our consolidated financial statements in our annual report on Form 10-K for the 2024 fiscal year for a discussion of the relevant assumptions used in calculating the value. The amount reflected was not actually received by the executive in 2024 and does not necessarily represent the amount that will actually be realized by the executive under the Long-Term Incentive Plan award. The amount actually earned under the Long-Term Incentive Plan award, if any, will not be earned until the end of the performance measurement period. For each of Messrs. Baird and Coke, the target award is 36,632 shares and the maximum award is 109,896 shares. For each of Messrs. Cannon and Meyer, the target award is 15,132 shares, and the maximum award is 45,396 shares. |
Also includes an award of 24,228 shares of restricted stock granted to each of Messrs. Baird and Coke on August 6, 2024, under our 2019 Equity Incentive Plan with a grant date fair value, computed in accordance with FASB ASC Topic 718, of $1,600,017, and an award of 11,357 shares of restricted stock granted to each of Messrs. Cannon and Meyer on August 6, 2024, under our 2019 Equity Incentive Plan with a grant date fair value, computed in accordance with FASB ASC Topic 718, of $750,016. These shares of restricted stock vest with respect to 100% of the shares on the fifth anniversary of the grant date, subject to the executive’s continued employment with the Company or its subsidiaries through the vesting date. This amount reflects the grant date fair value and may not correspond to the actual value that will be realized by the executive. Refer to notes 2 and 10 to our consolidated financial statements in our annual report on Form 10-K for the 2024 fiscal year for a discussion of the relevant assumptions used in calculating the value. For a further description of the award, see the “Outstanding Equity Awards at Fiscal Year End” table below.
| (3) | Represents the amount of our contributions to the executive’s 401(k) plan account. |
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