Business Context and Reporting Period
This Form 8-K Current Report was filed by Urban Edge Properties and Urban Edge Properties LP on November 17, 2021. The filing reports on corporate governance changes effective November 22, 2021, specifically the expansion of the Board of Trustees and the appointment of a new trustee.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on personnel and governance matters.
Material Changes
The Board of Trustees increased its size from nine to ten members. Norman Jenkins was appointed as a new trustee effective November 22, 2021, to serve until the 2022 annual meeting of shareholders. Mr. Jenkins brings over 25 years of real estate experience, including roles as CEO of Capstone Development and Senior Vice President of North American Lodging Development at Marriott International.
Guidance, Outlook, and Compensation
There is no financial guidance or outlook provided in this filing. Regarding compensation, Mr. Jenkins received:
- A grant of restricted common shares, deferred share units, or restricted LTIP units with a grant date fair value of approximately $100,000, vested upon grant.
- A prorated grant of restricted common shares, deferred share units, or restricted LTIP units based on the remaining days until the anniversary of the 2021 annual meeting, vesting the day prior to that anniversary.
An indemnification agreement was executed, requiring the Company to indemnify and advance expenses to Mr. Jenkins to the fullest extent permitted by Maryland law.
Investor Verification Checklist
- Verify the effective date of Norman Jenkins' appointment (November 22, 2021).
- Confirm the total number of trustees on the Board is now ten.
- Review the Company's 2021 Proxy Statement for details on the standard compensation program for non-employee trustees.
- Note that the press release announcing this appointment is furnished as Exhibit 99.1 and is not deemed "filed" under Section 18 of the Exchange Act.