Farmland Partners (FPI) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for May 6, 2025, with voting on four key proposals, including director elections, auditor ratification, executive compensation, and an amendment to the equity incentive plan.

• Proxy materials are primarily distributed via the Internet to enhance efficiency and sustainability.

• Only holders of common stock as of March 10, 2025, are eligible to vote, with each share entitled to one vote per proposal.

Voting matters and shareholder proposals

• Six directors are nominated for re-election for one-year terms expiring at the 2026 annual meeting.

• Ratification of Crowe LLP as the new independent registered public accounting firm for fiscal year 2025 is proposed.

• An advisory vote on executive compensation and approval of the fourth amendment to the 2014 Equity Incentive Plan are included.

• The board recommends voting “FOR” all proposals.

• No other matters are expected, but proxies may vote on additional items if they arise.

Board of directors and corporate governance

• The board consists of six members, four of whom are independent under NYSE and SEC rules.

• All board committees (Audit, Compensation, Nominating and Corporate Governance) are composed solely of independent directors.

• The board is not classified, and all directors are subject to annual re-election.

• Stock ownership guidelines require significant equity holdings by executives and directors.

• The board has a lead independent director and regularly holds executive sessions without management.