NewLake Capital Partners, Inc.
For the period ended Jun 4, 2026. Filed Apr 23, 2026.
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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 4, 2026 · Filed Apr 23, 2026
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Contents
Director Compensation Program
Our board of directors established a non-employee director compensation program upon the closing of our initial public offering with the following components:
We pay our chair of our board of directors, Mr. DuGan, who is an independent director, an annual cash retainer of $60,000 payable in advance in quarterly installments in conjunction with quarterly meetings of our board of directors.
We pay each of Mr. Carr, Ms. Johnson, Mr. Martay, Ms. Rollman and Mr. Weinstein an annual cash retainer of $40,000 payable in advance in equal quarterly installments in conjunction with quarterly meetings of our board of directors.
We pay the chair of our audit committee an annual cash retainer of $17,500. Prior to the 2025 Annual Meeting, Ms. Johnson was the chair of the audit committee and she was paid $8,750 for her service as chair of the audit committee through June 5, 2025. From June 6, 2025 through December 31, 2025, Mr. Martay was paid $8,750 for his service as chair of the audit committee. The chair of our compensation committee is paid an annual cash retainer of $15,000. Prior to the 2025 Annual Meeting, Mr. Carr was the chair of the compensation committee and he was paid $6,250 for his service as chair of the compensation committee through June 5, 2025. From June 6, 2025 through December 31, 2025, Ms. Johnson was paid $7,500 for her service as chair of the compensation committee. We pay the chair of our ESG committee an annual cash retainer of $10,000. Prior to the 2025 Annual Meeting, Mr. Kadens was the chair of the ESG committee and he was paid $5,750 for his service as chair of the ESG committee through June 5, 2025. From June 6, 2025 through December 31, 2025, Ms. Rollman was paid $5,000 for her service as chair of the ESG committee. We pay the chair of our nominating and corporate governance committee an annual cash retainer of $10,000. Prior to the 2025 Annual Meeting, Mr. Dugan was the chair of the nominating and corporate governance committee and he was paid $3,750 for his service as chair of the nominating and corporate governance committee through June 5, 2025. From June 6, 2025 through December 31, 2025, Mr. Carr was paid $5,000 for his service as chair of the nominating and corporate governance committee. We pay the chair of our investment committee an annual cash retainer of $10,000. Prior to the 2025 Annual Meeting, Messrs. DuGan and Martay served as co-chairs of the investment committee and each was paid $4,375 for his service as co-chair of the investment committee through June 5, 2025. Following the 2025 Annual Meeting, Mr. Weinstein was appointed the sole chair of investment committee and from June 6, 2025 through December 31, 2025 he was paid $5,000 for his service as chair. We pay each member of our board of directors who sits on two or more committees but is not a chair of a committee an annual cash retainer of $10,000. Prior to the 2025 Annual Meeting, Mr. Weinstein was a member of the investment committee and ESG committee and he was paid $5,000 for his service on these two committees through June 5, 2025. The annual cash retainer payments are payable in advance in equal quarterly installments. We pay each member of our board of directors a $1,500 meeting attendance fee for each board meeting attended, beginning with the eleventh board meeting held per annum. We pay each board member a $1,500 meeting attendance fee for each committee meeting attended, beginning with the eleventh meeting of each committee held per annum.
Each of our directors, except for Mr. Coniglio, may elect to receive RSUs in lieu of cash compensation. This election is to be made at the time of the annual meeting each year and is effective until the subsequent annual meeting. During 2024, for the period from June 6, 2024 through June 5, 2025, Mr. Kadens elected to receive RSUs in lieu of cash compensation. Mr. Coniglio does not participate in this compensation arrangement and receives no additional compensation for his service on our board of directors.
The restricted stock units granted to directors in connection with the Plan will vest on the earlier of (i) the first anniversary of the date of grant and (ii) the date of the Company's Annual Meeting of Stockholders, subject to continued employment or service until the applicable vesting date. In accordance with director grant agreements, any vested RSUs granted in connection with the Plan cannot be converted to common stock until the director separates from the Company.
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