PROXY STATEMENT
2024 ANNUAL REPORT
PROXY STATEMENT
2024 ANNUAL REPORT
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Index
2025 Annual Meeting and Proxy Statement
Our Company
Notice of Annual Meeting of Stockholders
Letter from Our Board of Directors
Proxy Summary
Proposals
Our Director Nominees
Compensation Highlights
Corporate Impact Highlights
Proposal 01 Election of Directors
Voting Standard
Director Qualifications, Skills and Experience
Director Nominees
Board Effectiveness and Strategic Evolution
Corporate Governance
Board and Stockholder Meeting Attendance
Corporate Governance Highlights
Corporate Governance Policies
Risk Oversight
Stockholder Engagement
Communicating with the Board
Corporate Impact Initiatives
Aligning our Values with Meaningful Action
Board Leadership Structure
Director Compensation—2024
Annual Compensation
Director Compensation Policies and Plans
Approval of 2024 Executive Compensation on an Advisory Basis
Our Executive Officers
Advisory Resolution
Voting Standard
Letter from Our Compensation and Human Capital Committee
Compensation and Human Capital Committee Report
Compensation Discussion and Analysis
Named Executive Officers
2024 Compensation Program Overview
Pay-for-Performance Philosophy
2024 NEO Compensation
Compensation Policies and Practices
Executive Compensation Tables
Summary Compensation Table—2024
Grants of Plan-Based Awards During 2024
Outstanding Equity Awards at December 31, 2024
Option Exercises and Stock Vested During 2024
Potential Payments Upon a Termination or Change in Control
Pay Ratio
Pay-Versus-Performance Table
Equity Compensation Plan Information
Security Ownership of Principal Stockholders, Directors and Management
Delinquent Section 16(a) Reports
Proposal 03 Approval of Healthpeak Properties Inc. Employee Stock Purchase Plan
Healthpeak Properties, Inc. Employee Stock Purchase Plan
Voting Standard
Proposal 04 Ratification of Appointment of Independent Registered Public Accounting Firm
Auditor Evaluation and Appointment
Voting Standard and Board Recommendation
Audit and Non-Audit Fees
Policy on Pre-Approval of Audit and Permitted Non-Audit Services
Audit Committee Report
Additional Information about the Annual Meeting
Annual Meeting Information and Format
Voting at the Annual Meeting
Additional Annual Meeting Information
Other Matters
2026 Stockholder Proposals, Director Nominations, and Director Candidate Recommendations
Vote
Forward-Looking Statements and Other Disclaimers
Appendix A
Reconciliations and Definitions
Appendix B
Helpful Resources
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