Activist Shareholder Land & Buildings has nominated founder and chief investment officer Jonathan Litt to Ventas’ (NYSE: VTR) board of directors.
The company announced it had nominated two candidates, founder and CIO Jonathan Litt and Michelle Applebaum, to stand for election to join the board at Ventas’ 2022 annual meeting.
The Stamford, Connecticut-based real estate investment firm wrote that Ventas had underperformed peers such as Welltower (NYSE: WELL) over the past 10 years, according to a Wall Street Journal article. The real estate investment firm reportedly owns about $50 million of the REIT’s shares, amounting to less than 1% of its total market value.
Ventas acknowledged the Land & Buildings nominations in a press release Sunday, but said that Applebaum and Litt “do not meet the standards established by the board for new directors.” The REIT also said it “remains committed to constructive engagement” with the real estate investment firm.
“In late February, Ventas’ CEO directly called Mr. Litt to reinforce the company’s commitment to operational excellence and performance, and its willingness to continue discussions with him in order to benefit from any ideas or suggestions for the benefit of shareholders,” the release reads. “Given this engagement, we are disappointed that Land & Buildings has chosen to pursue a distracting and unnecessary proxy fight because the company would not nominate Mr. Litt to serve on its Board.”
Ventas appointed Michael Embler, a former chief investment officer with Franklin Mutual Advisors, to its board of directors. Embler will serve on Ventas’ investment and audit committees.
Jay Gellert, who has been a director on the Ventas board since 2001, is retiring at the company’s upcoming annual meeting.
This isn’t the first time Land & Buildings has planned to nominate Litt and others to public companies’ board of directors. In 2019, the company pledged to nominate to Brookdale Senior Living’s (NYSE: BKD) board of directors former HCP CEO and Chairman Jay Flaherty along with Litt. The company later withdrew its nomination of Flaherty.
The move came after Land & Buildings urged Brookdale to adopt an arrangement commonly known as an OpCo/PropCo split for over a year.