Log In

Activist investor falls short in proxy fight for NHI board seats - McKnight's Senior Living

Published 1 week ago3 minute read

Land & Buildings Investment Management said its bid to gain seats on National Health Investors’ board fell “just short,” with the activist investor saying that improvements made by the real estate investment trust resulted from its actions. 

Based on preliminary voting results at the real estate investment trust’s 2025 annual stockholders meeting on Wednesday, all four of the company’s director nominees — Robert G. Adams, Robert W. Chapin Jr., James R. Jobe and Candice W. Todd — were elected.

Land & Buildings, which launched a proxy fight in February, said it fell short of gaining a board seat for its nominees with a margin of 1% of the outstanding shares. Both sides made their cases for their preferred board nominees in the weeks leading up to the election.

“While we are disappointed with the outcome, we recognize the company has made improvements in direct response to our engagement,” Land & Buildings said in a statement

But the firm said that further change is warranted, a point it said was underscored by the fact that its nominees received the support of at least 60% of unaffiliated stockholders of NHI and National Healthcare Corp., one of NHI’s largest tenants, which Land & Buildings has said NHI’s board was too closely tied to.

“Land & Buildings is hopeful that the message has been received, and that we will see further improvements to NHI’s governance and performance,” its statement read, adding that the group will “keep a close eye” on lease renewal negotiation and capital allocation decisions to ensure maximized value. “We will not hesitate to hold the company accountable moving forward, including, if necessary, by taking our concerns directly to stockholders again.”

In a statement released following the election, NHI said it appreciated the “constructive dialogue” with its stockholders leading up to the annual meeting and vote.

“We believe that the outcome of yesterday’s vote validates that the company’s strategy is the right path to continue generating superior total shareholder return while informing us that there is more work to be done,” NHI stated. The feedback we have received since 2020 has resulted in significant changes to our corporate governance and board composition, and we are committed to building on that momentum, including through the recent amendment to our articles of incorporation to declassify our board.”

Final results will be reported on a Form 8-K filed with the Securities and Exchange Commission, the REIT said.

NHI’s senior living portfolio includes communities managed by Bickford Senior Living, Discovery Senior Living, Encore Senior Living, Life Care Services, Senior Living Communities and Spring Arbor Senior Living.

Origin:
publisher logo
McKnight's Senior Living
Loading...
Loading...
Loading...

You may also like...