XML 34 R2.htm IDEA: XBRL DOCUMENT v3.24.1
Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Pay vs Performance Disclosure        
Pay vs Performance Disclosure, Table
Year
Summary Compensation Table Total for PEO1 ($)
Compensation Actually Paid to PEO1,2,3 ($)
Average Summary Compensation Table Total for Non-PEO NEOs1 ($)
Average Compensation Actually Paid to Non-PEO NEOs1,2,3 ($)
Value of Initial Fixed $100 Investment based on:4
Net Income ($ Millions)
Normalized Funds Available for Distribution ($ Millions)5
TSR ($)Peer Group TSR ($)
(a)(b)(c)(d)(e)(f)(g)(h)(i)
20232,084,567 1,981,719 1,137,701 1,073,457 88.93 113.54134 188 
20222,664,983 1,839,729 1,134,515 799,629 77.75 99.8266 201 
20212,567,353 2,103,364 1,112,834 937,282 80.40 132.23112 209 
20201,789,030 3,117,622 718,720 1,149,376 90.97 92.43185 240 
     
Company Selected Measure Name Normalized Funds Available for Distribution (“Funds Available for Distribution”)      
Named Executive Officers, Footnote
1 D. Eric Mendelsohn was our PEO for each year presented. The individuals comprising the Non-PEO NEOs for each year presented are Kristin S. Gaines, Kevin C. Pascoe, John L. Spaid, and David L. Travis.
     
Peer Group Issuers, Footnote 4 The Peer Group TSR set forth in this table utilizes the MSCI US REIT index, which we also utilize in the stock performance graph required by Item 201(e) of Regulation S-K included in our Annual Report for the year ended December 31, 2023. The comparison assumes $100 was invested for the period starting December 31, 2019, through the end of the listed year in the Company and in the MSCI US REIT Index, respectively. Historical stock performance is not necessarily indicative of future stock performance.      
PEO Total Compensation Amount $ 2,084,567 $ 2,664,983 $ 2,567,353 $ 1,789,030
PEO Actually Paid Compensation Amount $ 1,981,719 1,839,729 2,103,364 3,117,622
Adjustment To PEO Compensation, Footnote
3 Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Option Awards column are the totals from the Option Awards column set forth in the Summary Compensation Table. Neither the PEO nor the Non-PEO NEOs are accruing benefits under a pension plan for services rendered in the covered years, and therefore no additions are required for pension plan service cost in determining Compensation Actually Paid.
YearSummary Compensation Table Total for PEOExclusion of Stock Awards and Option Awards for PEO Inclusion of Equity Values for PEO Compensation Actually Paid to PEO
($)($)($)($)
20232,084,567 (699,623)596,775 1,981,719 
The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables:

YearYear-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year for PEOChange in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards for PEOVesting-Date Fair Value of Equity Awards Granted During Year that Vested During Year for PEO Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year for PEO Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for PEO Value of Dividends or Other Earnings Paid on Equity Awards Not Otherwise Included for PEO Total - Inclusion of
Equity Values for PEO
($)($)($)($)($)($)($)
2023471,484 (36,494)94,478 67,307 — — 596,775 
     
Non-PEO NEO Average Total Compensation Amount $ 1,137,701 1,134,515 1,112,834 718,720
Non-PEO NEO Average Compensation Actually Paid Amount $ 1,073,457 799,629 937,282 1,149,376
Adjustment to Non-PEO NEO Compensation Footnote Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Option Awards column are the totals from the Option Awards column set forth in the Summary Compensation Table. Neither the PEO nor the Non-PEO NEOs are accruing benefits under a pension plan for services rendered in the covered years, and therefore no additions are required for pension plan service cost in determining Compensation Actually Paid.
YearAverage Summary Compensation Table Total for Non-PEO NEOsAverage Exclusion of Option Awards for Non-PEO NEOsAverage Inclusion of Equity Values for Non-PEO NEOsAverage Compensation Actually Paid to Non-PEO NEOs
($)($)($)($)
20231,137,701 (483,234)418,990 1,073,457 
YearAverage Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year for Non-PEO NEOsAverage Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards for Non-PEO NEOsAverage Vesting-Date Fair Value of Equity Awards Granted During Year that Vested During Year for Non-PEO NEOs Average Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year for Non-PEO NEOsAverage Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for Non-PEO NEOsAverage Value of Dividends or Other Earnings Paid on Equity Awards Not Otherwise Included for Non-PEO NEOsTotal - Average Inclusion of
Equity Values for Non-PEO NEOs
($)($)($)($)($)($)($)
2023347,026 (14,598)59,640 26,922 — — 418,990 
     
Compensation Actually Paid vs. Total Shareholder Return
The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and the Company’s cumulative TSR over the four most recently completed fiscal years, and the MSCI US REIT Index TSR over the same period.

Picture2.jpg
     
Compensation Actually Paid vs. Net Income
The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and our Net Income during the four most recently completed fiscal years.
Picture3.jpg
     
Compensation Actually Paid vs. Company Selected Measure
The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and our Funds Available for Distribution during the four most recently completed fiscal years.

Picture4.jpg
     
Tabular List, Table Normalized FAD increases
Normalized FAD payout ratio
New investment yield
SHOP revenue increases
Deferral collections
     
Total Shareholder Return Amount $ 88.93 77.75 80.40 90.97
Peer Group Total Shareholder Return Amount 113.54 99.82 132.23 92.43
Net Income (Loss) $ 134,000,000 $ 66,000,000 $ 112,000,000 $ 185,000,000
Company Selected Measure Amount 188,000,000 201,000,000 209,000,000 240,000,000
PEO Name D. Eric Mendelsohn      
Additional 402(v) Disclosure
2 The amounts shown for Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by the Company’s NEOs. These amounts reflect the Summary Compensation Table Total with certain adjustments as described in footnote 3 below.
     
Measure:: 1        
Pay vs Performance Disclosure        
Name Normalized FAD increases      
Non-GAAP Measure Description
5 We determined Normalized Funds Available for Distribution (“Funds Available for Distribution”) to be the most important financial performance measure used to link Company performance to Compensation Actually Paid to our PEO and Non-PEO NEOs for 2023. See page 18 under 2023 Incentive Plan for a description of Normalized Funds Available for Distribution and how it is calculated. This performance measure may not have been the most important financial performance measure for years 2022, 2021 a
nd 2020 and we may determine a different financial performance measure to be the most important financial performance measure in future years.
     
Measure:: 2        
Pay vs Performance Disclosure        
Name Normalized FAD payout ratio      
Measure:: 3        
Pay vs Performance Disclosure        
Name New investment yield      
Measure:: 4        
Pay vs Performance Disclosure        
Name SHOP revenue increases      
Measure:: 5        
Pay vs Performance Disclosure        
Name Deferral collections      
PEO | Stock Awards Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ (699,623)      
PEO | Equity Award Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 596,775      
PEO | Equity Awards Granted During the Year, Unvested [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation Amount, Equity Awards 471,484      
PEO | Equity Awards Granted in Prior Years, Unvested [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation Amount, Equity Awards (36,494)      
PEO | Equity Awards Granted During the Year, Vested [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation Amount, Equity Awards 94,478      
PEO | Equity Awards Granted in Prior Years, Vested [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation Amount, Equity Awards 67,307      
PEO | Equity Awards that Failed to Meet Vesting Conditions [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation Amount, Equity Awards 0      
PEO | Equity Awards, Value of Dividends and Other Earnings Paid Adjustment [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation Amount, Equity Awards 0      
Non-PEO NEO | Stock Awards Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (483,234)      
Non-PEO NEO | Equity Award Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 418,990      
Non-PEO NEO | Equity Awards Granted During the Year, Unvested [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation Amount, Equity Awards 347,026      
Non-PEO NEO | Equity Awards Granted in Prior Years, Unvested [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation Amount, Equity Awards (14,598)      
Non-PEO NEO | Equity Awards Granted During the Year, Vested [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation Amount, Equity Awards 59,640      
Non-PEO NEO | Equity Awards Granted in Prior Years, Vested [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation Amount, Equity Awards 26,922      
Non-PEO NEO | Equity Awards that Failed to Meet Vesting Conditions [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation Amount, Equity Awards 0      
Non-PEO NEO | Equity Awards, Value of Dividends and Other Earnings Paid Adjustment [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation Amount, Equity Awards $ 0