Blackstone Mortgage Trust Inc

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect nine director nominees (Timothy S. Johnson; F. Austin Peña; Leonard W. Cotton; Jean Hsu; Nnenna Lynch; Michael B. Nash; Henry N. Nassau; Gilda Perez‑Alvarado; Lynne B. Sagalyn) to serve on the board.

2. 2

   Ratification of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

3. 3

   Advisory Vote on Executive Compensation (Say-on-Pay

   ManagementBoard: FOR

   Non-binding, advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement (Compensation Discussion and Analysis, compensation tables and related disclosures).

   More detail

   This management proposal asks stockholders to cast a non‑binding advisory vote approving the Company’s disclosed executive compensation for its Named Executive Officers. Management seeks shareholder approval to affirm its compensation philosophy and practices, which emphasize alignment via equity‑based awards rather than direct cash compensation from the Company because the Company is externally managed by an affiliate of Blackstone. Key context includes that the Company’s Named Executive Officers are employees of the Manager and are largely compensated by affiliates of the Manager, that the Company occasionally grants restricted shares to further align interests, and that the compensation committee considers firm‑level and Company performance, as well as prior stockholder feedback, when granting awards. The proposal is advisory only and will not bind the board, but the board and compensation committee state they will consider the voting results in future compensation decisions; prior support was approximately 94% in 2025. Approving the proposal signals investor support for the existing external‑manager compensation arrangements and the use of equity grants to align interests, while a negative vote would signal governance concerns prompting the board and compensation committee to reassess elements of pay design or disclosure. Relevant governance considerations include the external management structure, potential opacity around the portion of executive compensation attributable to Company services, and the limited direct cash compensation from the Company, which may raise questions for some investors about accountability and pay-for-performance linkage. The board’s recommendation emphasizes alignment and the use of equity awards, but sophisticated investors will weigh whether disclosed metrics and incentive structures sufficiently tie pay to the Company’s financial and shareholder outcomes, given the Manager’s broader responsibilities and compensation incentives. Ultimately, the vote is a governance signal: a strong FOR vote supports management’s current approach; a substantial AGAINST vote would likely trigger engagement and potential adjustments to compensation practices or disclosures to address stockholder concerns.

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When is the Blackstone Mortgage Trust Inc 2026 annual meeting?

Blackstone Mortgage Trust Inc (BXMT) holds its 2026 annual shareholder meeting on Friday, June 26, 2026.

What is the record date for the Blackstone Mortgage Trust Inc 2026 meeting?

The record date for the Blackstone Mortgage Trust Inc 2026 meeting is Monday, April 13, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Blackstone Mortgage Trust Inc's 2026 meeting?

The board is presenting 9 director nominees at the Blackstone Mortgage Trust Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Blackstone Mortgage Trust Inc 2026 meeting?

Shareholders will vote on 3 proposals at the Blackstone Mortgage Trust Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.