Pay vs Performance Disclosure
|
12 Months Ended |
|
Dec. 31, 2025
USD ($)
$ / shares
|
Dec. 31, 2024
USD ($)
$ / shares
|
Dec. 31, 2023
USD ($)
$ / shares
|
Dec. 31, 2022
USD ($)
$ / shares
|
Dec. 31, 2021
USD ($)
$ / shares
|
| Pay vs Performance Disclosure [Table] |
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|
| Pay vs Performance Disclosure, Table |
|
Pay
vs.
Performance
| |
Value
of Initial Fixed $100 Investment Based on: |
|
Year |
Summary
Compensation Table Total for PEO ($) |
Compensation
Actually Paid to PEO(1) ($) |
Compensation
Table Total for Non-PEO NEOs ($) |
Actually
Paid to Non-PEO NEOs(2) |
Total
Shareholder Return (“TSR”) ($) |
Peer
Group Total Shareholder Return(3) ($) |
Net
Income (Loss) ($) in 000s |
Core
FFO(4)
per
Share ($) |
| 2025 |
5,757,342 |
6,002,426 |
1,545,195 |
1,642,846 |
68.56 |
54.52 |
(83,620) |
1.41 |
| 2024 |
5,698,958 |
10,643,820 |
1,692,067 |
2,561,983 |
73.91 |
66.63 |
(79,069) |
1.49 |
| 2023 |
7,150,720 |
4,506,668 |
1,712,760 |
1,199,819 |
53.88 |
65.05 |
(48,377) |
1.74 |
| 2022 |
4,026,288 |
495,657 |
1,309,186 |
412,585 |
63.16 |
61.11 |
146,830 |
2.00 |
| 2021 |
3,560,678 |
4,888,145 |
1,411,844 |
1,731,390 |
118.62 |
112.11 |
(1,167) |
1.97 |
| (1) | | Compensation actually
paid” to our Principal Executive Officer (PEO) in each of the years included in the table above was calculated as set forth in
the table below, as determined in accordance with SEC rules. For awards with dividend rights, these amounts are paid in cash once the
underlying award vests, and are incorporated as applicable in the table below. The dollar amounts reflected in the table above do not
reflect the actual amount of compensation earned by or paid to our PEO during the applicable year. For information regarding the decisions
made by our Compensation Committee with regard to the PEO’s compensation for each fiscal year, please see the Compensation Discussion
& Analysis section of the proxy statements reporting pay for the fiscal years covered in the table above. |
| (2) | | Average “Compensation
actually paid” to our non-PEO NEOs in each of year included in the table above was calculated as set forth in the table below,
as determined in accordance with SEC rules. For awards with dividend rights, these amounts are paid in cash once the underlying award
vests, and are incorporated as applicable in the table below. The dollar amounts reflected in the table above do not reflect the actual
amount of compensation earned by or paid to our non-PEO NEOs during the applicable year. For information regarding the decisions made
by our Compensation Committee with regard to our non-PEO’s compensation for each fiscal year, please see the Compensation Discussion
& Analysis section of the proxy statements reporting pay for the fiscal years covered in the table above. |
| (3) | | The Peer Groups
utilized for this analysis are the same Peer Groups used for our Performance Share Programs as further described above under Long-Term
Incentive Compensation Plan — Performance Share Program. Peer Group Total Shareholder Return for 2025, 2024, 2023 and 2022 assuming
the 2021 Peer Group had been used would have been $51.87, $60.90, $64.45 and $63.30, respectively. |
| (4) | | See the definition
of Core FFO and the reconciliation of GAAP net income applicable to common stock to Core FFO for the year ended December 31, 2025 in
Appendix B. |
| (1) | | Compensation actually
paid” to our Principal Executive Officer (PEO) in each of the years included in the table above was calculated as set forth in
the table below, as determined in accordance with SEC rules. For awards with dividend rights, these amounts are paid in cash once the
underlying award vests, and are incorporated as applicable in the table below. The dollar amounts reflected in the table above do not
reflect the actual amount of compensation earned by or paid to our PEO during the applicable year. For information regarding the decisions
made by our Compensation Committee with regard to the PEO’s compensation for each fiscal year, please see the Compensation Discussion
& Analysis section of the proxy statements reporting pay for the fiscal years covered in the table above. |
| (2) | | Average “Compensation
actually paid” to our non-PEO NEOs in each of year included in the table above was calculated as set forth in the table below,
as determined in accordance with SEC rules. For awards with dividend rights, these amounts are paid in cash once the underlying award
vests, and are incorporated as applicable in the table below. The dollar amounts reflected in the table above do not reflect the actual
amount of compensation earned by or paid to our non-PEO NEOs during the applicable year. For information regarding the decisions made
by our Compensation Committee with regard to our non-PEO’s compensation for each fiscal year, please see the Compensation Discussion
& Analysis section of the proxy statements reporting pay for the fiscal years covered in the table above. |
| (3) | | The Peer Groups
utilized for this analysis are the same Peer Groups used for our Performance Share Programs as further described above under Long-Term
Incentive Compensation Plan — Performance Share Program. Peer Group Total Shareholder Return for 2025, 2024, 2023 and 2022 assuming
the 2021 Peer Group had been used would have been $51.87, $60.90, $64.45 and $63.30, respectively. |
| (4) | | See the definition
of Core FFO and the reconciliation of GAAP net income applicable to common stock to Core FFO for the year ended December 31, 2025 in
Appendix B. |
| |
2021 |
2022 |
2023 |
2024 |
2025 |
| PEO
(C. Brent Smith for all periods) |
| Summary
Compensation Table Total Compensation |
3,560,678 |
4,026,288 |
7,150,720 |
5,698,958 |
5,757,342 |
| Less:
Stock and Option Award Values Reported in Summary Compensation |
(2,040,930) |
(2,478,040) |
(5,377,973) |
(3,739,478) |
(3,766,342) |
| Plus:
Fair Value for Stock and Option Awards Granted in the Covered Year and Unvested at Year End |
1,983,364 |
1,107,509 |
3,157,586 |
6,581,983 |
4,267,560 |
| Plus:
Fair Value for Stock and Option Awards Granted in the Covered Year That Vested in the Covered Year |
200,003 |
262,506 |
397,503 |
--
|
--
|
| Change
in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years |
1,093,881 |
(2,257,626) |
(674,307) |
2,167,159 |
(540,556) |
| Change
in Fair Value of Outstanding Vested Stock and Option Awards from Prior Years |
91,149 |
(164,980) |
(146,861) |
(64,802) |
284,422 |
| Compensation
Actually Paid |
4,888,145 |
495,657 |
4,506,668 |
10,643,820 |
6,002,426 |
| |
2021 |
2022 |
2023 |
2024 |
2025 |
| Non-PEO
NEOs* |
| Summary
Compensation Table Total Compensation |
1,411,844 |
1,309,186 |
1,712,760 |
1,692,067 |
1,545,195 |
| Less:
Stock and Option Award Values Reported in Summary Compensation |
(616,240) |
(551,037) |
(917,860) |
(511,159) |
(664,648) |
| Plus:
Fair Value for Stock and Option Awards Granted in the Covered Year and Unvested at Year End |
592,009 |
246,142 |
538,479 |
592,564 |
753,098 |
| Plus:
Fair Value for Stock and Option Awards Granted in the Covered Year That Vested in the Covered Year |
68,321 |
71,882 |
70,036 |
151,748 |
--
|
| Change
in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years |
211,000 |
(637,083) |
(176,112) |
546,076 |
(115,138)
|
| Change
in Fair Value of Outstanding Vested Stock and Option Awards from Prior Years |
64,456 |
(26,505) |
(27,484) |
90,687 |
124,339 |
| Compensation
Actually Paid |
1,731,390 |
412,585 |
1,199,819 |
2,561,983 |
1,642,846 |
| * | | For the years
ended December 31, 2021 - 2023, the Non-PEO NEOs included Robert E. Bowers, Christopher A. Kollme, George M. Wells, and Robert K. Wiberg.
The year ended December 31, 2024 also includes Sherry L. Rexroad. The year ended December 31, 2025 includes Christopher A. Kollme, Laura
P. Moon, Sherry L. Rexroad, and George M Wells. |
Equity
Valuations: Deferred Stock Unit Award grant date fair values were calculated based on the closing price as of the grant date;
Deferred Stock Unit Award vesting date fair values were calculated based on the closing stock price as of the vest date and adjusting
for any accrued dividend rights; Performance Share Program Award grant date fair values and fair values as of each respective
period end were determined utilizing a Monte Carlo valuation model that models the plan’s potential payoff depending on
our and our peer’s group’s future stock price movements; fair values of Performance Share Program Awards as of each
vesting date were determined based on our closing stock price as of the vesting date adjusted for any accrued dividends.
|
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|
|
| Company Selected Measure Name |
|
Core FFO
|
|
|
|
|
| Peer Group Issuers, Footnote |
|
The Peer Groups
utilized for this analysis are the same Peer Groups used for our Performance Share Programs as further described above under Long-Term
Incentive Compensation Plan — Performance Share Program. Peer Group Total Shareholder Return for 2025, 2024, 2023 and 2022 assuming
the 2021 Peer Group had been used would have been $51.87, $60.90, $64.45 and $63.30, respectively.
|
|
|
|
|
| PEO Total Compensation Amount |
|
$ 5,757,342
|
$ 5,698,958
|
$ 7,150,720
|
$ 4,026,288
|
$ 3,560,678
|
| PEO Actually Paid Compensation Amount |
[1] |
$ 6,002,426
|
10,643,820
|
4,506,668
|
495,657
|
4,888,145
|
| Adjustment To PEO Compensation, Footnote [Text Block] |
|
| (1) | | Compensation actually
paid” to our Principal Executive Officer (PEO) in each of the years included in the table above was calculated as set forth in
the table below, as determined in accordance with SEC rules. For awards with dividend rights, these amounts are paid in cash once the
underlying award vests, and are incorporated as applicable in the table below. The dollar amounts reflected in the table above do not
reflect the actual amount of compensation earned by or paid to our PEO during the applicable year. For information regarding the decisions
made by our Compensation Committee with regard to the PEO’s compensation for each fiscal year, please see the Compensation Discussion
& Analysis section of the proxy statements reporting pay for the fiscal years covered in the table above. |
| |
2021 |
2022 |
2023 |
2024 |
2025 |
| PEO
(C. Brent Smith for all periods) |
| Summary
Compensation Table Total Compensation |
3,560,678 |
4,026,288 |
7,150,720 |
5,698,958 |
5,757,342 |
| Less:
Stock and Option Award Values Reported in Summary Compensation |
(2,040,930) |
(2,478,040) |
(5,377,973) |
(3,739,478) |
(3,766,342) |
| Plus:
Fair Value for Stock and Option Awards Granted in the Covered Year and Unvested at Year End |
1,983,364 |
1,107,509 |
3,157,586 |
6,581,983 |
4,267,560 |
| Plus:
Fair Value for Stock and Option Awards Granted in the Covered Year That Vested in the Covered Year |
200,003 |
262,506 |
397,503 |
--
|
--
|
| Change
in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years |
1,093,881 |
(2,257,626) |
(674,307) |
2,167,159 |
(540,556) |
| Change
in Fair Value of Outstanding Vested Stock and Option Awards from Prior Years |
91,149 |
(164,980) |
(146,861) |
(64,802) |
284,422 |
| Compensation
Actually Paid |
4,888,145 |
495,657 |
4,506,668 |
10,643,820 |
6,002,426 |
|
|
|
|
|
| Non-PEO NEO Average Total Compensation Amount |
[2] |
$ 1,545,195
|
1,692,067
|
1,712,760
|
1,309,186
|
1,411,844
|
| Non-PEO NEO Average Compensation Actually Paid Amount |
[2],[3] |
$ 1,642,846
|
2,561,983
|
1,199,819
|
412,585
|
1,731,390
|
| Adjustment to Non-PEO NEO Compensation Footnote |
|
| (2) | | Average “Compensation
actually paid” to our non-PEO NEOs in each of year included in the table above was calculated as set forth in the table below,
as determined in accordance with SEC rules. For awards with dividend rights, these amounts are paid in cash once the underlying award
vests, and are incorporated as applicable in the table below. The dollar amounts reflected in the table above do not reflect the actual
amount of compensation earned by or paid to our non-PEO NEOs during the applicable year. For information regarding the decisions made
by our Compensation Committee with regard to our non-PEO’s compensation for each fiscal year, please see the Compensation Discussion
& Analysis section of the proxy statements reporting pay for the fiscal years covered in the table above. |
| |
2021 |
2022 |
2023 |
2024 |
2025 |
| Non-PEO
NEOs* |
| Summary
Compensation Table Total Compensation |
1,411,844 |
1,309,186 |
1,712,760 |
1,692,067 |
1,545,195 |
| Less:
Stock and Option Award Values Reported in Summary Compensation |
(616,240) |
(551,037) |
(917,860) |
(511,159) |
(664,648) |
| Plus:
Fair Value for Stock and Option Awards Granted in the Covered Year and Unvested at Year End |
592,009 |
246,142 |
538,479 |
592,564 |
753,098 |
| Plus:
Fair Value for Stock and Option Awards Granted in the Covered Year That Vested in the Covered Year |
68,321 |
71,882 |
70,036 |
151,748 |
--
|
| Change
in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years |
211,000 |
(637,083) |
(176,112) |
546,076 |
(115,138)
|
| Change
in Fair Value of Outstanding Vested Stock and Option Awards from Prior Years |
64,456 |
(26,505) |
(27,484) |
90,687 |
124,339 |
| Compensation
Actually Paid |
1,731,390 |
412,585 |
1,199,819 |
2,561,983 |
1,642,846 |
| * | | For the years
ended December 31, 2021 - 2023, the Non-PEO NEOs included Robert E. Bowers, Christopher A. Kollme, George M. Wells, and Robert K. Wiberg.
The year ended December 31, 2024 also includes Sherry L. Rexroad. The year ended December 31, 2025 includes Christopher A. Kollme, Laura
P. Moon, Sherry L. Rexroad, and George M Wells. |
|
|
|
|
|
| Compensation Actually Paid vs. Total Shareholder Return |
|
Compensation Actually Paid vs. PDM
TSR and Peer Group TSR
|
|
|
|
|
| Compensation Actually Paid vs. Net Income |
|
Compensation
Actually Paid vs. Net Income / Loss
|
|
|
|
|
| Compensation Actually Paid vs. Company Selected Measure |
|
Compensation
Actually Paid vs. Core FFO Per Share
|
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|
|
| Total Shareholder Return Vs Peer Group |
|
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|
|
|
|
| Tabular List, Table |
|
For
2025, the most important financial performance measures that we used to link our NEO’s compensation, including our CEO’s,
to our financial performance were as follows:
| • | Our
3-year TSR relative to the 3-year TSR of our defined peer group; |
| • | Core
FFO per share relative to budget; |
| • | Leasing
volume, with an emphasis on new tenant leasing; |
| • | Net
debt to Core EBITDA ratio relative to budget; and |
| • | Same
Store NOI - Cash basis relative to budget. |
|
|
|
|
|
| Total Shareholder Return Amount |
|
$ 68.56
|
73.91
|
53.88
|
63.16
|
118.62
|
| Peer Group Total Shareholder Return Amount |
[4] |
54.52
|
66.63
|
65.05
|
61.11
|
112.11
|
| Net Income (Loss), Including Portion Attributable to Noncontrolling Interest |
|
$ (83,620,000)
|
$ (79,069,000)
|
$ (48,377,000)
|
$ 146,830,000
|
$ (1,167,000)
|
| Company Selected Measure Amount | $ / shares |
[5] |
1.41
|
1.49
|
1.74
|
2.00
|
1.97
|
| PEO Name |
|
C. Brent Smith
|
C. Brent Smith
|
C. Brent Smith
|
C. Brent Smith
|
C. Brent Smith
|
| Measure [Axis]: 1 |
|
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|
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|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Measure Name |
|
Our
3-year TSR relative to the 3-year TSR of our defined peer group
|
|
|
|
|
| Measure [Axis]: 2 |
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Measure Name |
|
Core
FFO per share relative to budget;
|
|
|
|
|
| Measure [Axis]: 3 |
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Measure Name |
|
Leasing
volume, with an emphasis on new tenant leasing;
|
|
|
|
|
| Measure [Axis]: 4 |
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Measure Name |
|
Net
debt to Core EBITDA ratio relative to budget; and
|
|
|
|
|
| Measure [Axis]: 5 |
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Measure Name |
|
Same
Store NOI - Cash basis relative to budget.
|
|
|
|
|
| PEO [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table [Member] |
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Adjustment to Compensation Amount |
|
$ (3,766,342)
|
$ (3,739,478)
|
$ (5,377,973)
|
$ (2,478,040)
|
$ (2,040,930)
|
| PEO [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested [Member] |
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Adjustment to Compensation Amount |
|
4,267,560
|
6,581,983
|
3,157,586
|
1,107,509
|
1,983,364
|
| PEO [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year [Member] |
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Adjustment to Compensation Amount |
|
|
|
397,503
|
262,506
|
200,003
|
| PEO [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested [Member] |
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Adjustment to Compensation Amount |
|
(540,556)
|
2,167,159
|
(674,307)
|
(2,257,626)
|
1,093,881
|
| PEO [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year [Member] |
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Adjustment to Compensation Amount |
|
284,422
|
(64,802)
|
(146,861)
|
(164,980)
|
91,149
|
| Non-PEO NEO [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table [Member] |
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Adjustment to Compensation Amount |
[2] |
(664,648)
|
(511,159)
|
(917,860)
|
(551,037)
|
(616,240)
|
| Non-PEO NEO [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested [Member] |
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Adjustment to Compensation Amount |
[2] |
753,098
|
592,564
|
538,479
|
246,142
|
592,009
|
| Non-PEO NEO [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year [Member] |
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Adjustment to Compensation Amount |
[2] |
|
151,748
|
70,036
|
71,882
|
68,321
|
| Non-PEO NEO [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested [Member] |
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Adjustment to Compensation Amount |
[2] |
(115,138)
|
546,076
|
(176,112)
|
(637,083)
|
211,000
|
| Non-PEO NEO [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year [Member] |
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
| Adjustment to Compensation Amount |
[2] |
$ 124,339
|
$ 90,687
|
$ (27,484)
|
$ (26,505)
|
$ 64,456
|
|
|