Safehold (SAFE) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 15, 2025, and will be held virtually; shareholders of record as of March 21, 2025, are eligible to vote.

• Three main proposals are up for vote: election of five directors, ratification of Deloitte & Touche LLP as auditor for 2025, and a non-binding advisory vote on executive compensation.

• Proxy materials are available online, and shareholders are encouraged to vote in advance via internet, phone, or mail.

Voting matters and shareholder proposals

• Proposal 1: Election of five directors, all current board members, to serve until the 2026 annual meeting.

• Proposal 2: Ratification of Deloitte & Touche LLP as independent auditor for 2025; majority vote required.

• Proposal 3: Advisory vote on executive compensation (Say-on-Pay); majority vote required.

• Shareholder proposals for the 2026 meeting must be submitted by December 1, 2025.

Board of directors and corporate governance

• Board size will decrease from six to five following a director's resignation; all nominees except the CEO are independent.

• Board committees (Audit, Compensation, Nominating and Corporate Governance, Investment) are composed entirely of independent directors.

• Annual board and committee evaluations are conducted by a third party; all directors attended at least 75% of meetings in 2024.

• The board has a combined Chairman/CEO role with a lead independent director to ensure balanced oversight.

• Stockholder engagement is ongoing, with feedback informing board decisions.