STAG Industrial (STAG) Proxy Filing summary

Executive summary

• Achieved $767.4M in 2024 revenue, up 8.4% from 2023, with 96.5% portfolio occupancy and $458.7M FFO, up 8.9% year-over-year.

• Cumulative total stockholder return (TSR) from 2020–2024 was 32.3%, outperforming the MSCI US REIT Index.

• Deployed $710.3M in acquisitions and sold 10 buildings for $130.2M in 2024.

• Maintained $1B unsecured credit facility and $623.1M liquidity at year-end 2024.

Voting matters and shareholder proposals

• Stockholders will vote on the election of 11 directors, ratification of PricewaterhouseCoopers LLP as auditor, and a non-binding advisory vote on executive compensation.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board consists of 11 members, with 9 independent directors; annual elections and majority voting standard in place.

• Board diversity: 36% women and minorities; three women, two Black/African American, one Asian.

• Committees (Audit, Compensation, Nominating & Governance, Investment) are fully independent; all Audit Committee members are financial experts.

• Annual board, committee, and director self-evaluations with outside counsel; regular review of management succession plans.

• Stockholder ability to amend bylaws; no poison pill without stockholder approval.