Piedmont Office Realty Trust (PDM) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on May 15, 2025, with stockholders able to vote on key proposals and ask questions online if registered by the record date of March 4, 2025.

• Proposals include electing nine directors, ratifying Deloitte & Touche LLP as auditor for 2025, and an advisory vote on executive compensation.

• The board recommends voting in favor of all proposals and emphasizes the importance of stockholder participation.

Voting matters and shareholder proposals

• Stockholders will vote on electing nine directors for one-year terms, ratifying Deloitte & Touche LLP as auditor, and approving executive compensation on an advisory basis.

• Majority voting policy applies for director elections; proposals require a majority of votes cast to pass.

• Stockholders may submit proposals for the 2026 meeting between October 15 and November 14, 2025.

Board of directors and corporate governance

• Eight of nine director nominees are independent; board chair and CEO roles are separated.

• Four standing committees: Audit, Compensation, Nominating & Corporate Governance, and Capital; all key committees are fully independent.

• Annual board and committee self-evaluations are conducted; term limits for non-employee directors are set at 15 years.

• Board diversity, experience, and skills are considered in director nominations.