NNN REIT (NNN) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 12, 2026, with voting on director elections, executive compensation, and auditor ratification.

• Seven directors nominated, with a focus on board diversity, expertise, and refreshment.

• 2025 saw continued operational growth, 3.1% dividend increase, and strong shareholder returns.

• Stockholder engagement and transparent governance practices emphasized.

Voting matters and shareholder proposals

• Proposals include election of seven directors, advisory vote on executive compensation, and ratification of Ernst & Young LLP as independent auditor for 2026.

• Proxy access and procedures for shareholder proposals and nominations detailed for future meetings.

Board of directors and corporate governance

• Board consists of seven members, six of whom are independent; leadership separated between CEO and non-executive Chair.

• Board diversity in skills, tenure, and demographics prioritized, with recent refreshment and new independent directors.

• Committees (Audit, Compensation, Governance/Nominating) are fully independent and meet NYSE standards.

• Annual board, committee, and CEO evaluations conducted; proxy access and special meeting rights for shareholders.