Sabra Health Care REIT (SBRA) Proxy Filing summary

Executive summary

• Annual meeting scheduled for June 12, 2025, to elect seven directors, ratify PwC as auditor, and approve executive compensation on an advisory basis.

• Shareholders of record as of April 15, 2025, are eligible to vote; 237,936,460 shares outstanding.

• Board recommends voting FOR all proposals.

Voting matters and shareholder proposals

• Proposals include election of seven directors, ratification of PwC as auditor, and advisory approval of executive compensation.

• Majority voting standard applies for director elections; advisory votes for auditor and compensation.

• Proxy access allows groups holding 3%+ of shares for 3 years to nominate up to 25% of the board.

• Shareholder proposals for 2026 must be submitted by December 26, 2025.

Board of directors and corporate governance

• Board consists of seven directors post-meeting, with a majority being independent.

• Board committees: Audit, Compensation, Corporate Responsibility and Governance; all members are independent.

• Annual board and committee evaluations, robust stock ownership requirements, and succession planning in place.

• Board diversity: 38% by gender, 25% by race/ethnicity; commitment to diverse director candidates.