10 nominees · 3 ballot items.
Election of 10 trustees; advisory (non-binding) approval of named executive officer compensation; ratification of KPMG LLP as independent registered public accounting firm.
Elect 10 trustees to serve one-year terms expiring in 2027 (nominees listed); incumbents recommended by the Board.
Non-binding advisory vote to approve the compensation of the named executive officers as described in the proxy statement.
This management proposal requests shareholder approval, on a non-binding advisory basis, of the Company’s named executive officer (NEO) compensation (a ‘‘say-on-pay’’ vote). Management seeks endorsement of its pay programs which it describes as pay-for-performance, with a mix of short-term cash bonuses tied to Core FFO/share, Same Property NOI and portfolio leased rate, and long-term equity awards heavily weighted to performance-based LTIP Units tied to relative TSR with absolute TSR modifiers and post-vesting holding requirements. The Board and Compensation Committee present this vote following strong prior shareholder support (96.3% in 2025) and emphasize governance features such as clawback policy, share ownership requirements, anti-hedging, and use of an independent compensation consultant. The recommendation to vote FOR is justified by the Board as aligning executive incentives with long-term shareholder value, retention and market-competitive compensation practices; the Board will consider the advisory vote outcome in future compensation decisions.
Ratify KPMG LLP as the Company’s independent registered public accounting firm for fiscal year ending December 31, 2026.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | COHEN STEERS, INC. | 12.8% | 26,005,377 | $638M |
| 2 | VANGUARD PORTFOLIO MANAGEMENT LLC | 9.3% | 18,908,115 | $464M |
| 3 | BlackRock, Inc. | 8.9% | 18,146,166 | $445M |
| 4 | STATE STREET CORP | 6.0% | 12,088,770 | $297M |
| 5 | BlackRock, Inc. | 4.7% | 9,548,446 | $234M |
| 6 | VANGUARD CAPITAL MANAGEMENT LLC | 4.6% | 9,345,933 | $229M |
| 7 | CENTERSQUARE INVESTMENT MANAGEMENT LLC | 3.7% | 7,448,037 | $183M |
| 8 | FULLER THALER ASSET MANAGEMENT, INC. | 3.4% | 6,979,970 | $171M |
| 9 | NOMURA ASSET MANAGEMENT INTERNATIONAL INC. | 3.1% | 6,240,410 | $153M |
| 10 | GEODE CAPITAL MANAGEMENT, LLC | 2.5% | 5,073,169 | $125M |
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