Vici Properties Inc
7 nominees · 3 ballot items.
Elect seven directors; ratify Deloitte & Touche LLP as independent auditors for 2026; approve, on a non-binding advisory basis, the compensation of named executive officers (Say-on-Pay).
Follow how the vote landed and what changed on Vici Properties Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
On the ballot3
- 1
Election of Directors
ManagementBoard: FORElect seven nominees (James R. Abrahamson, Diana F. Cantor, Monica H. Douglas, Elizabeth I. Holland, Craig Macnab, Edward B. Pitoniak and Michael D. Rumbolz) to the Board for one-year terms.
- 2
Ratification of Appointment of Independent Registered Public Accounting Firm
ManagementBoard: FORRatify the appointment of Deloitte & Touche LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.
- 3
Non-binding, Advisory Vote to Approve the Compensation of Named Executive Officers
ManagementBoard: FORA non-binding, advisory Say-on-Pay vote to approve the compensation of the named executive officers as disclosed in the proxy statement.
More detail
This proposal requests an annual, non-binding advisory vote (Say-on-Pay) to approve the Company’s compensation for its named executive officers as disclosed in the proxy statement. Management seeks shareholder approval to validate its executive compensation philosophy that emphasizes pay-for-performance through a mix of base salary, rigorous short-term incentive plan (STIP) tied to AFFO per share growth over a two-year period, and long-term incentive plan (LTIP) comprised of time-based restricted stock and performance-based restricted stock units (PSUs) tied to Absolute and Relative TSR over three-year periods. The Compensation Committee engaged an independent consultant and benchmarked compensation against a peer group; target compensation for NEOs is positioned below median of peers but with a high proportion of at-risk pay (over 80% for NEOs and over 90% for the CEO). The board recommends approval, arguing the structure aligns management incentives with stockholder interests, incorporates robust governance (clawback policy, anti-hedging/pledging, double-trigger CIC vesting), and experienced independent oversight. The company notes consistent historical Say-on-Pay support (~95%+), recent strong operational results including AFFO per share growth and continued dividend increases, and expects to use voting results to inform future compensation decisions. The Compensation Committee’s rationale emphasizes alignment with long-term stockholder value creation while providing competitive pay to attract and retain executive talent.
Nominees on the ballot7
Top institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | VANGUARD PORTFOLIO MANAGEMENT LLC | 7.9% | 83,944,809 | $2.3B |
| 2 | STATE STREET CORP | 6.0% | 64,235,647 | $1.8B |
| 3 | VANGUARD CAPITAL MANAGEMENT LLC | 6.0% | 63,857,566 | $1.7B |
| 4 | BlackRock, Inc. | 4.5% | 47,961,223 | $1.3B |
| 5 | GEODE CAPITAL MANAGEMENT, LLC | 3.3% | 35,160,610 | $983M |
| 6 | BlackRock, Inc. | 3.1% | 32,945,768 | $900M |
| 7 | Allianz Asset Management GmbH | 2.2% | 23,434,281 | $640M |
| 8 | Capital Research Global Investors | 1.7% | 17,966,558 | $491M |
| 9 | BANK OF AMERICA CORP /DE/ | 1.4% | 14,716,833 | $402M |
| 10 | PRICE T ROWE ASSOCIATES INC /MD/ | 1.4% | 14,611,097 | $399M |
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Frequently asked questions
- When is the Vici Properties Inc 2026 annual meeting?
- Vici Properties Inc (VICI) holds its 2026 annual shareholder meeting on Tuesday, April 28, 2026.
- What is the record date for the Vici Properties Inc 2026 meeting?
- The record date for the Vici Properties Inc 2026 meeting is Monday, March 2, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Vici Properties Inc's 2026 meeting?
- The board is presenting 7 director nominees at the Vici Properties Inc 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Vici Properties Inc 2026 meeting?
- Shareholders will vote on 3 proposals at the Vici Properties Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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