QTS Realty Trust QTS
QTS's CEO Chad Williams runs a culture of self-enrichment with no accountability; shareholders should withhold votes from him and the comp chair at the May 3 annual meeting.
Thesis
Land & Buildings, a roughly 3% holder of QTS Realty Trust, urges shareholders to withhold votes for Chairman/CEO Chad Williams and Compensation Committee Chair William Grabe at the May 3, 2018 annual meeting. The firm argues QTS's April 13 rebuttal misrepresents facts and ignores substantive critiques: Williams owns the company headquarters and collects over $1 million in annual rent, QTS chartered his aircraft for nearly half a million dollars in 2017, and he received discretionary stock options days before market-moving disclosures. Compensation has risen despite missed EBITDA, ROIC, earnings and revenue targets since IPO and total-return underperformance versus data-center REIT peers (CONE, COR, DLR, EQIX). Dual-class super-voting stock, an entrenched board, and the Carpathia acquisition (likely write-down) compound the governance rot.
SCQA
QTS Realty Trust is a public data-center REIT led by Chairman/CEO Chad Williams, with Land & Buildings holding approximately 3% of shares heading into the May 3, 2018 annual meeting.
QTS's April 13 response misrepresents Land & Buildings' engagement attempts and dodges related-party transactions, discretionary compensation awards, dual-class voting, and a long pattern of missed financial targets since IPO.
Withhold votes for Chairman/CEO Chad Williams and Compensation Committee Chair William Grabe at the May 3, 2018 annual meeting to signal that self-enrichment without accountability cannot continue.
Sending a clear governance message via withhold votes pressures board refreshment, ends conflicted related-party deals, and aligns compensation with performance to close the persistent peer-gap to data-center REITs.
The three reasons
- 1
Persistent governance failures and CEO self-enrichment via related-party deals
- 2
Compensation rises despite missed targets and shareholder underperformance
- 3
QTS rebuttal dodges substantive issues and misrepresents the facts
Primary demands
- Withhold votes for Chairman and CEO Chad Williams at May 3, 2018 Annual Meeting
- Withhold votes for Compensation Committee Chair William Grabe
- End related-party transactions enriching CEO (HQ rent, aircraft charter)
- Reform compensation practices and dual-class super-voting structure
- Refresh long-tenured board with new perspectives
KPIs cited
Pattern membership
Where this document fits across the library's 12 rhetorical / structural patterns.
Notable slides (2)
Notes
Three-page press release announcing (and recapping the bullets of) a separate rebuttal presentation Land & Buildings filed in response to QTS's April 13, 2018 defense deck. Pure text on Land & Buildings letterhead; no charts. Proxy-fight phase, withhold campaign, no specific price target. Signed by Jonathan Litt; Sloane & Company / Okapi Partners are PR/proxy advisors. Document quotes management positions ('full-time in Kansas', 'aligned interests') to flip them — a CEO-quote-contradiction device used in prose form rather than slide form.