First Industrial Realty Trust (FR) Proxy filing summary

Executive summary

• The 2026 Annual Meeting will be held virtually on April 30, 2026, with shareholders voting on director elections, executive compensation, and auditor ratification.

• The company reported strong 2025 results: 32.2% cash rental rate growth, 11.7% FFO/share growth, 7.1% same store NOI growth, and a 12.4% dividend increase for 2026.

• Land & Buildings withdrew its proxy contest in March 2026, but urged shareholders to withhold support from two directors; the board recommends supporting all nominees.

Voting matters and shareholder proposals

• Shareholders will vote to elect six directors, approve executive compensation on an advisory basis, and ratify PricewaterhouseCoopers LLP as auditor for 2026.

• The board recommends voting FOR all proposals and nominees.

• No other shareholder proposals are on the agenda; any other business will be handled at the board's discretion.

Board of directors and corporate governance

• The board consists of six members, five of whom are independent; average age is 66.

• Board committees include Audit, Compensation, Investment, and Nominating/Corporate Governance, all chaired by independent directors.

• Corporate governance policies include annual director elections, separate CEO and Chairman roles, mandatory share ownership, and anti-hedging/pledging policies.

• The board and committees conducted regular meetings and self-assessments in 2025.