Summary
Realty Income Corporation (O) announced significant changes to its Board of Directors and corporate governance structure via an 8-K filing on February 22, 2012. The primary development is the election of A. Larry Chapman as an independent director. Mr. Chapman brings extensive experience in commercial real estate, having retired from a 37-year career at Wells Fargo, where he held senior leadership positions including Head of Commercial Real Estate. His appointment strengthens the Board's independence, bringing the total number of independent directors to seven out of eight members. Mr. Chapman will serve on the Audit and Compensation Committees. Furthermore, the company announced a leadership transition at the Board level, with Michael D. McKee appointed as the new Non-Executive Chairman, effective February 21, 2012. This follows the retirement announcement of the current Chairman, Donald R. Cameron, who will step down at the annual meeting on May 8, 2012. These changes, alongside an amendment to the company's bylaws to reflect an eight-director board, indicate a strategic reinforcement of governance and leadership as Realty Income continues its operations.
Key Highlights
- 1A. Larry Chapman elected as an independent director to the Board, increasing Board independence.
- 2Mr. Chapman brings significant commercial real estate experience from his tenure at Wells Fargo.
- 3Mr. Chapman appointed to serve on the Audit and Compensation Committees.
- 4Michael D. McKee elected as the new Non-Executive Chairman of the Board, effective immediately.
- 5Current Chairman Donald R. Cameron to retire from the Board on May 8, 2012.
- 6Company's Bylaws amended to officially set the size of the Board at eight directors.
- 7Mr. Chapman received a grant of 4,000 shares of common stock vesting over three years as part of his director compensation.