Rexford Industrial Realty (REXR) Proxy filing summary

Executive summary

• 2025 marked a transformative year with a CEO succession plan, appointing Laura Clark as CEO effective April 2026, and a reformed, return-driven strategy focused on portfolio optimization and capital recycling.

• Over $218 million in property dispositions were completed in 2025, with a target of over $400 million in 2026, and significant capital redeployed into share repurchases and high-yielding projects.

• Operational efficiencies were enhanced, reducing G&A expenses to align with peers, and executive compensation was recalibrated to better align with shareholder returns.

• The company remains focused on generating outsized per-share FFO and NAV growth, leveraging a high-quality Southern California portfolio.

Voting matters and shareholder proposals

• Election of seven directors to serve until the next annual meeting.

• Ratification of KPMG LLP as independent registered public accounting firm for 2026.

• Advisory vote on named executive officer compensation for 2025.

• Approval of the Fourth Amended and Restated 2013 Incentive Award Plan, increasing share reserve and director compensation limits.

Board of directors and corporate governance

• Board reduced from nine to seven members, with six of seven nominees independent per NYSE standards.

• Diverse board with a mix of gender, ethnicity, and professional backgrounds; four women, two ethnically diverse members.

• Annual election of directors, majority voting, and no poison pill in effect.

• Board committees (Audit, Compensation, Nominating and Corporate Governance) are fully independent.

• Annual board and committee self-assessments and robust stockholder engagement practices.