The Board of Directors of Retail Opportunity Investments Corp.
(NASDAQ:ROIC) announced today that it has concluded the Board
refreshment and governance review it launched after its 2021 Annual
Meeting and has appointed Zabrina Jenkins and Adrienne Banks Pitts
as independent directors, effective December 15, 2021, and has
adopted a Bylaw amendment to enhance stockholder rights. In
addition, director Charles Persico has advised the Board that he
will not stand for re-election to the Board at ROIC’s next annual
meeting.
“In response to stockholder feedback at and
after our Annual Meeting, the Board conducted a thorough search for
directors with the help of a third-party search firm,” commented
Eric S. Zorn, Chairman of the Company’s Nomination and Governance
Committee. “I am pleased that we identified, and were able to
recruit, Ms. Jenkins and Ms. Pitts, both of whom are outstanding
professionals who complement the skills and experience of our
Board.”
Ms. Jenkins is Senior Vice President and Deputy
General Counsel of Starbucks Corporation. Ms. Pitts is Managing
Director, General Counsel and Corporate Secretary of Loop Capital,
LLC, the largest minority-owned investment bank and broker dealer
in the United States, including its investment management joint
venture with Magic Johnson Enterprises, known as JLC
Infrastructure.
Richard A. Baker, Chairman of the Board of ROIC,
stated, “We are delighted to welcome Ms. Jenkins and Ms. Pitts to
the Board. Both are highly respected and accomplished leaders who
will bring unique and valued expertise to the Board.”
ROIC also announced today that director Charles
Persico has advised the Board that he will not stand for
re-election to the Board at ROIC’s 2022 annual meeting. After that
annual meeting, the ROIC Board will consist of nine directors,
seven of whom will be independent.
Mr. Baker commented, “On behalf of the Board, we
would like to express our sincere gratitude to Mr. Persico for his
years of dedicated service, dating back to ROIC’s inception. His
invaluable contributions over the years have been instrumental in
the company’s growth and success. For this and many other reasons,
our company shall always be grateful to Mr. Persico.”
ROIC also announced today that the Board has
enhanced the rights of stockholders by providing that stockholders
may amend the company’s Bylaws.
“We heard the feedback from our stockholders on
this point and implemented this change as a result of our
governance review,” said Mr. Zorn. “We thank our stockholders for
their input.”
ABOUT ZABRINA JENKINS
Ms. Jenkins, 51, has served as Senior Vice
President and Deputy General Counsel of Starbucks Corporation since
February 2020 (NASDAQ: SBUX). In this role she leads a diverse
cross-functional team responsible for legal strategy, real estate,
intellectual property, employment, commercial transactions, and
litigation. From January 2019 to February 2020, Ms. Jenkins served
as Vice President and Interim Chief Ethics and Compliance Officer
and from April 2016 to January 2019 she served as Managing Director
at Starbucks Corporation. Ms. Jenkins joined Starbucks Corporation
in 2005 and prior to that was an attorney in private practice.
Additionally, Ms. Jenkins serves as an Executive Champion of the
Starbucks Black Partner Network, advises the Inclusion and
Diversity Committee for the Law & Corporate Affairs department,
and provides legal counsel to the Audit Committee of the Starbucks
Corporation Board of Directors. Ms. Jenkins also currently
serves as a member of the Board of Trustees for Central Washington
University and as a member of the Advisory Board of Washington
Leadership Institute and the Board of Directors of the Loren Miller
Bar Foundation. Ms. Jenkins was selected as a 2019-2020 fellow
of the International Women’s Forum. Ms. Jenkins received a B.S. in
Business Administration, Finance from Central Washington
University, an M.S. in Higher Education Administration from
Syracuse University School of Education, and a J.D. from Syracuse
University College of Law. We believe Ms. Jenkins' extensive legal
and corporate experience makes her qualified to serve as a
director.
ABOUT ADRIENNE BANKS PITTS
Ms. Pitts, 53, has served as Managing Director
and General Counsel for Loop Capital, LLC since July 2016, and was
recently appointed Corporate Secretary. In this role, she manages
all legal concerns for the firm’s multiple financial services
units, including real estate investments, corporate and public
finance, its infrastructure fund, its growing real estate platform,
as well as other asset and investment management matters. She works
with these business units to assess risks related to M&A,
capital and debt raising, and the firm’s other financial offerings
and investments. Prior to that, from 1995 to 2015, Ms. Pitts was an
attorney in private practice, elected to partner or principal at
three international law firms where she served as both a litigator
and transactional lawyer and represented large public and private
companies in the areas of antitrust, banking, corporate governance,
M&A, securities regulatory compliance, as well as white-collar
criminal defense. Ms. Pitts also currently serves on the Finance
and Audit Committees of the Francis W. Parker School in Chicago, as
well as on World Business Chicago’s Legal Advisory Board. Ms. Pitts
received a B.A. in Economics from the University of Pennsylvania,
and a J.D. from Boston University School of Law. We believe Ms.
Pitts’ extensive legal and corporate experience makes her qualified
to serve as a director.
ABOUT RETAIL
OPPORTUNITY INVESTMENTS
CORP.
Retail Opportunity Investments Corp. (NASDAQ:
ROIC), is a fully-integrated, self-managed real estate investment
trust (REIT) that specializes in the acquisition, ownership and
management of grocery-anchored shopping centers located in
densely-populated, metropolitan markets across the West Coast. As
of September 30, 2021, ROIC owned 86 shopping centers encompassing
approximately 9.8 million square feet. ROIC is the largest
publicly- traded, grocery-anchored shopping center REIT focused
exclusively on the West Coast. ROIC is a member of the S&P
SmallCap 600 Index and has investment-grade corporate debt ratings
from Moody's Investor Services, Standard & Poor’s, and Fitch
Ratings, Inc. Additional information is available at:
www.roireit.net.
When used herein, the words "believes,"
"anticipates," "projects," "should," "estimates," "expects,"
“guidance” and similar expressions are intended to identify
forward-looking statements with the meaning of that term in Section
27A of the Securities Act of 1933, as amended, and in Section 21F
of the Securities and Exchange Act of 1934, as amended. Certain
statements contained herein may constitute “forward-looking
statements” within the meaning of the Private Securities Litigation
Reform Act of 1995. Such forward-looking statements involve known
and unknown risks, uncertainties and other factors which may cause
the actual results of ROIC to differ materially from future results
expressed or implied by such forward-looking statements.
Information regarding such risks and factors is described in ROIC's
filings with the SEC, including its most recent Annual Report on
Form 10-K, which is available at: www.roireit.net.
ADDITIONAL INFORMATION
This document may be deemed to be proxy
solicitation material in connection with ROIC’s 2022 Annual Meeting
of Stockholders (the “2022 Annual Meeting”). Stockholders
are urged to read ROIC’s definitive proxy statement and any other
documents filed by ROIC with the Securities and Exchange Commission
(the “SEC”) in connection with the 2022 Annual Meeting when they
become available because they will contain important
information.
Investors will be able to obtain, for free,
copies of documents filed by ROIC with the SEC at the SEC’s website
at http://www.sec.gov or at ROIC’s website at
http://www.roireit.net.
ROIC and its directors, executive officers and
certain other members of management and employees may be deemed to
be “participants” in the solicitation of proxies from ROIC’s
stockholders in connection with the 2022 Annual Meeting.
Information regarding the persons who are, under the rules of the
SEC, deemed to be participants in the solicitation of ROIC’s
stockholders, will be set forth in the definitive proxy statement.
Information relating to the foregoing can also be found in ROIC’s
definitive proxy statement for its 2021 annual meeting of
shareholders (the “2021 Proxy Statement”), filed with the SEC on
March 26, 2021. To the extent holdings of ROIC’s securities by such
potential participants (or the identity of such participants) have
changed since the information printed in the 2021 Proxy Statement,
such information has been or will be reflected on Statements of
Change in Ownership on Forms 3 and 4 filed with the SEC. Investors
may obtain, for free, copies of these documents at the SEC’s
website at http://www.sec.gov or at ROIC’s website at
http://www.roireit.net.
Contact:Ashley Rubino, Investor
Relations858-677-0900arubino@roireit.net
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