Medical Properties Trust (MPT) Proxy Filing summary

Executive summary

• Supplemental proxy materials address ISS comments and seek support for director elections and executive compensation proposals.

• CEO compensation is closely tied to performance, with realized pay significantly lower than reported totals due to unmet stock price hurdles.

• Strategic plan execution in response to industry challenges led to re-tenanting, capital access, asset monetization, and improved share value.

Voting matters and shareholder proposals

• Shareholders are asked to vote on director elections and a say-on-pay proposal for executive compensation.

• Board recommends voting FOR all proposals, emphasizing alignment of compensation with shareholder interests.

Board of directors and corporate governance

• Board and Compensation Committee engaged in extensive shareholder outreach, covering 42% of outstanding shares, to inform compensation decisions.

• Commitment made to not grant special or off-cycle awards to executives except in extraordinary circumstances.