Stockholders' Equity of the Company

12 Months Ended

Dec. 31, 2020

Stockholders’ Equity of the Company

Common Stock

Increase in Authorized Shares

On May 19, 2020, the Company’s stockholders approved a proposal to amend and restate the Company’s charter to increase the number of authorized shares of common stock that the Company has the authority to issue from 150,000,000 shares to 280,000,000 shares.

Forward Equity Offerings and Settlements

On February 18, 2020, the Company entered into forward equity sale agreements with certain financial institutions acting as forward purchasers in connection with an offering of 5,750,000 shares of common stock at an initial gross offering price of $494.5 million, or $86.00 per share, before underwriting discounts, commissions and offering expenses. The forward purchasers borrowed and sold an aggregate of 5,750,000 shares of common stock in the offering. The Company did not receive any proceeds from the sale of its shares of common stock by the forward purchasers at the time of the offering.

On March 25, 2020, the Company physically settled these forward equity sale agreements. Upon settlement, the Company issued 5,750,000 shares of common stock for net proceeds of $474.9 million and contributed the net proceeds to the Operating Partnership in exchange for an equal number of units in the Operating Partnership.

In August 2018, the Company entered into forward equity sale agreements with certain financial institutions acting as forward purchasers in connection with an offering of 5,000,000 shares of common stock at an initial gross offering price of $360.5 million, or $72.10 per share, before underwriting discounts, commissions and offering expenses. The forward purchasers borrowed and sold an aggregate of 5,000,000 shares of common stock in the offering. The Company did not receive any proceeds from the sale of its shares of common stock by the forward purchasers at the time of the offering.

In July 2019, the Company physically settled these forward equity sale agreements. Upon settlement, the Company issued 5,000,000 shares of common stock for net proceeds of $354.3 million and contributed the net proceeds to the Operating Partnership in exchange for an equal number of units in the Operating Partnership.

At-The-Market Stock Offering Programs

Under our at-the-market stock offering programs, which commenced in December 2014 and June 2018, we may offer and sell shares of our common stock from time to time in “at-the-market” offerings. During the year ended December 31, 2018, the Company completed its existing at-the-market stock offering program (the “2014 At-The-Market Program”) under which we sold an aggregate of $300.0 million in gross sales of shares. In June 2018, the Company commenced a new at-the-market stock offering program (the “2018 At-The-Market Program”) under which we may offer and sell shares of our common stock with an aggregate gross sales price of up to $500.0 million. In connection with the 2018 At-The-Market Program, the Company may also, at its discretion, enter into forward equity sale agreements. The use of forward equity sale agreements allows the Company to lock in a share price on the sale of shares of our common stock at the time an agreement is executed, but defer settling the forward equity sale agreements and receiving the proceeds from the sale of shares until a later date.

During the year ended December 31, 2019, we executed various 12-month forward equity sale agreements under the 2018 Program with financial institutions acting as forward purchasers to sell 3,147,110 shares of common stock at a weighted average sales price of $80.08 per share before underwriting discounts, commissions and offering expenses. The Company did not receive any proceeds from the sale of its shares of common stock by forward purchasers at the time of sale.

In March 2020, the Company physically settled all forward equity sale agreements entered into in 2019. Upon settlement, the Company issued 3,147,110 shares of common stock for net proceeds of $247.3 million and contributed the net proceeds to the Operating Partnership in exchange for an equal number of units in the Operating Partnership. We did not enter into any forward equity sale agreements under our at-the-market program during the year ended December 31, 2020.

The following table sets forth information regarding settlements of forward equity sale agreements under our at-the-market offering program for the year ended December 31, 2020:


	Year Ended December 31, 2020
	(in millions, except share and per share data)
Shares of common stock settled during the period	3,147,110
Weighted average price per share of common stock	$	80.08
Aggregate gross proceeds	$	252.0
Aggregate net proceeds after selling commissions	$	247.3

Since commencement of the 2018 At-The-Market program through December 31, 2020, we have sold 3,594,576 shares of common stock under the 2018 At-The-Market Program. As of December 31, 2020, we may offer and sell shares of our common stock having an aggregate gross sales price up to approximately $214.2 million under the 2018 At-The-Market Program.

The Company did not complete any direct sales of common stock under the program during the years ended December 31, 2020 and 2019. During the year ended December 31, 2018, we sold 447,466 shares of common stock under the 2018 At-The-Market Program and 1,369,729 shares of common stock under the 2014 At-The-Market Program. The following table sets forth information regarding direct sales of our common stock under our at-the-market offering programs for the year ended December 31, 2018:


	Year Ended December 31, 2018
	(in millions, except share and per share data)
Shares of common stock sold during the period		1,817,195
Weighted average price per share of common stock		$	73.64
Aggregate gross proceeds		$	133.8
Aggregate net proceeds after selling commissions		$	132.1

The proceeds from sales were used to fund development expenditures and general corporate purpose. Actual future sales will depend upon a variety of factors, including, but not limited to, market conditions, the trading price of the Company's common stock and our capital needs. We have no obligation to sell the remaining shares available for sale under the 2018 At-The-Market Program.

Common Stock Repurchases

As of December 31, 2020, 4,935,826 shares remained eligible for repurchase under a share repurchase program approved by the Company’s board of directors in 2016. The Company did not repurchase shares of common stock under this program during the three years ended December 31, 2020, 2019 and 2018.

Accrued Dividends and Distributions

The following tables summarize accrued dividends and distributions for the noted outstanding shares of common stock and noncontrolling units as of December 31, 2020 and 2019:


	December 31,
	2020		2019
	(in thousands)
Dividends and Distributions payable to:
Common stockholders	$	58,018	$	51,418
Noncontrolling common unitholders of the Operating Partnership	575		981
RSU holders (1)	838		820
Total accrued dividends and distribution to common stockholders and noncontrolling unitholders	$	59,431	$	53,219

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(1)The amount includes the value of the dividend equivalents that will be paid with additional RSUs (see Note 15 “Share-Based and Other Compensation” for additional information).


	December 31,
	2020	2019
Outstanding Shares and Units:
Common stock (1)	116,035,827	106,016,287
Noncontrolling common units	1,150,574	2,023,287
RSUs (2)	1,638,026	1,651,905

_____________________

(1)The amount includes nonvested shares.

(2)The amount includes nonvested RSUs. Does not include 873,709 and 932,675 market measure-based RSUs because not all the necessary performance conditions have been met as of December 31, 2020 and 2019, respectively. Refer to Note 15 “Share-Based and Other Compensation” for additional information.