Medical Properties Trust (MPT) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 28, 2026, with voting on director elections, auditor ratification, executive compensation, and an amended equity incentive plan.

• 2025 performance focused on balance sheet improvement, capital allocation, and earnings stabilization, resulting in a $2.2B reduction in near-term maturities and a 33% total shareholder return.

• The company advanced monetization initiatives, improved liquidity, and strengthened its portfolio, positioning for continued organic growth.

Voting matters and shareholder proposals

• Proposals include electing nine directors, ratifying PricewaterhouseCoopers LLP as auditor, a non-binding say-on-pay vote, and approval of the Second Amended and Restated 2019 Equity Incentive Plan.

• The board recommends voting FOR all proposals.

Board of directors and corporate governance

• The board is 78% independent, with a mix of tenured and new directors, and an average age of 63.

• Board committees include Audit, Compensation, Ethics/Nominating/Corporate Governance, Environmental and Social Responsibility, Risk, and Investment.

• Strong governance practices include proxy access, majority voting, lead independent director, anti-hedging/pledging, and a clawback policy.

• Directors are evaluated annually, and the board is unclassified, with no poison pill or stockholder rights plan.