HEALTHPEAK PROPERTIES INC (DOC)
Sector: Real Estate
2026 Annual Meeting Analysis
HEALTHPEAK PROPERTIES INC · Meeting: April 30, 2026
Directors FOR
9
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Director Elections
Election of Nine Directors
CEO and director since 2022; the 3-year stock return gap of -17.0pp versus the ^FNER (FTSE NAREIT All Equity REITs Index) benchmark does not meet the 30pp trigger threshold required for a negative absolute TSR period, so no TSR-based flag applies.
Independent Board Chair since 2023 with strong REIT finance credentials; serves on three public company boards (EGP, TOL, UE), which is within the four-board limit under policy; TSR gap does not trigger a No vote.
Vice Chair since 2024 (joined in connection with the Physicians Realty Trust merger); joined within the last 24 months, making him exempt from the TSR trigger under policy; holds no other public company board seats.
Director since 2013 with deep legal, regulatory, and SEC expertise; holds no other current public company board seats; TSR gap of -17.0pp does not meet the 30pp trigger threshold.
Director since 2023 with extensive REIT CEO experience; serves on two public company boards (EPR, PLD), within the four-board limit; TSR gap does not trigger a No vote.
Director since 2018 with strong real estate finance and audit expertise serving as Audit Committee Chair; holds one other public company board seat (CUZ); TSR gap of -17.0pp does not meet the 30pp trigger threshold.
Director since 2019 with deep REIT finance and board leadership experience; serves on two public company boards (FCX, WY), within the four-board limit; TSR gap does not trigger a No vote.
Director since 2024 (joined in connection with the Physicians Realty Trust merger); joined within the last 24 months, making her exempt from the TSR trigger under policy; holds no other public company board seats.
Director since 2024 (joined in connection with the Physicians Realty Trust merger); joined within the last 24 months, making him exempt from the TSR trigger under policy; holds no other public company board seats.
All nine nominees pass policy screens: the 3-year TSR gap of -17.0pp versus the ^FNER (FTSE NAREIT All Equity REITs Index) does not reach the 30pp threshold required to trigger a No vote for a company with negative absolute 3-year TSR; no director is overboarded; attendance was 100% across all board and committee meetings in 2025; and three of the four directors who joined in 2024 are exempt from the TSR trigger given their tenure of less than 24 months.
Say on Pay
✓ FORCEO
Scott M. Brinker
Total Comp
$10,072,994
Prior Support
93%%
The CEO's total reported compensation of approximately $10.1 million is consistent with expectations for a large-cap healthcare REIT CEO, and prior shareholder support has been strong at 93% in the most recent vote and an average of 92% over five years, well above the 70% threshold that would require visible changes. The pay program is heavily weighted toward variable, at-risk compensation — 60% of long-term incentive awards are tied to 3-year relative total shareholder return performance, and the 2023–2025 performance awards paid out at only 10.4% of target, demonstrating that the program does reduce executive pay when shareholders underperform peers. The compensation structure includes a meaningful clawback policy, robust stock ownership requirements, and no problematic features such as guaranteed bonuses or single-trigger change-in-control payments.
Auditor Ratification
✓ FORAuditor
Deloitte & Touche LLP
Tenure
N/A
Audit Fees
N/A
Non-Audit Fees
N/A
Deloitte & Touche LLP is a Big 4 firm appropriate for a $12 billion S&P 500 company; the proxy does not disclose specific fee amounts or auditor tenure in the extracted text, so neither the non-audit fee ratio trigger nor the tenure trigger can be confirmed to apply, and policy requires a FOR vote when tenure cannot be confirmed; no material restatements are disclosed.
Overall Assessment
Healthpeak's 2026 annual meeting presents a clean ballot with no policy triggers requiring a No vote on any of the three standard proposals: all nine director nominees pass the TSR, overboarding, attendance, and independence screens; the say-on-pay program demonstrates genuine pay-for-performance alignment with a below-target LTIP payout reflecting stock underperformance; and Deloitte & Touche LLP is an appropriate Big 4 auditor for a company of this size. No stockholder proposals appear on the ballot.
Compensation Peer Group
14 companies disclosed in 2026 proxy filing