Net Lease Office Properties (NLOP) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 12, 2026, will be held virtually, with shareholders able to vote online, by phone, mail, or QR code.

• Key proposals include electing two Class II trustees, authorizing the Board to terminate the company at a future date, and ratifying the appointment of PricewaterhouseCoopers LLP as auditor for 2026.

• The company, spun off from W. P. Carey Inc. in 2023, is focused on strategic asset management and property dispositions, with 41 of 59 original properties sold as of March 2026.

Voting matters and shareholder proposals

• Proposal 1: Elect two Class II trustees for a one-year term; Board recommends FOR.

• Proposal 2: Authorize Board to terminate the company after asset sales; Board recommends FOR; requires two-thirds shareholder approval.

• Proposal 3: Ratify PricewaterhouseCoopers LLP as auditor for 2026; Board recommends FOR.

• Shareholder proposals for the 2027 meeting must be received by December 17, 2026, and comply with advance notice and eligibility requirements.

Board of directors and corporate governance

• Board is divided into three classes; declassification to occur in 2027.

• All trustees attended at least 75% of meetings in 2025; independent trustees meet NYSE standards.

• Committees (Audit, Compensation, Nominating/Governance) are composed entirely of independent trustees.

• Proxy access allows groups of up to 20 shareholders with 3%+ ownership for 3 years to nominate trustees.

• No shareholder rights plan in place; any future plan requires shareholder approval.