Netstreit Corp

This proposal asks shareholders to cast a non-binding annual advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement. Management seeks this advisory approval to validate and confirm its executive pay philosophy, which it describes as pay-for-performance and aligned with stockholder interests, and to demonstrate continued stockholder support for compensation design and outcomes. The Company’s executive compensation program emphasizes a mix of base salary, a performance-weighted short-term incentive tied to AFFO, portfolio and leverage metrics, and long-term incentives that are predominantly performance stock units (PSUs) tied to absolute and relative total shareholder return (TSR), alongside time-based RSUs to promote retention. The Compensation Committee engages independent consultants (recently Farient Advisors) and uses a peer group to set competitive targets; the Company also has clawback provisions, stock ownership guidelines, prohibitions on hedging and pledging, and an Alignment of Interest Program that converts portions of STI into RSUs to strengthen long-term alignment. The Board highlights strong past stockholder support (approximately 92% in favor at the 2025 annual meeting) as evidence of alignment, and it notes that the say-on-pay vote is advisory and will be considered by the Board and Compensation Committee in future decisions. Because the vote is non-binding, the practical effect is governance signaling rather than automatic policy change, but a negative outcome could trigger engagement, plan redesign, or other governance responses. Investors evaluating this proposal will weigh the rigor of performance metrics (AFFO, tenant concentration, leverage, and TSR-based PSUs), the mix of at-risk compensation, historical pay outcomes (including PSU vesting results), and the Company’s governance safeguards when deciding whether the disclosed program appropriately incentivizes executives and protects long-term shareholder value.

This is a catch‑all, procedural item that allows the meeting to address any additional matters properly presented at the Annual Meeting that are not specifically enumerated in the Notice and proxy materials. By its nature the item contains no specific substantive proposal text, timing, or context in the proxy, which limits shareholders’ ability to evaluate potential outcomes in advance. Typical matters germane to an "other business" item include procedural actions (e.g., adjournments), consideration of ministerial matters, or, less commonly, the presentation of unexpected proposals or stockholder questions; any substantive proposal brought under this item would generally be accompanied by supplemental disclosure if required. The Board’s general recommendation to vote FOR other proposals signals that management wants flexibility to manage meeting logistics and to permit the proxies to exercise discretion on routine adjournments or technical matters; however, brokers do not have discretionary authority to vote on non-routine matters for shares held in street name, so shareholders should provide voting instructions if they want their shares voted on unannounced substantive items. From a governance perspective, because this item provides no advance substance, meaningful shareholder evaluation depends on prompt supplemental disclosures or the opportunity for shareholder engagement if a material matter is introduced at the meeting.