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$FR·8-K

FIRST INDUSTRIAL REALTY TRUST INC · Apr 30, 4:35 PM ET

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FIRST INDUSTRIAL REALTY TRUST INC 8-K

Research Summary

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First Industrial Realty Trust Reports 2026 Annual Meeting Vote Results

What Happened

  • First Industrial Realty Trust, Inc. (FR) filed an 8-K on April 30, 2026 reporting final vote results from its 2026 Annual Meeting held that day. The record date was March 23, 2026, with 132,570,424 shares outstanding; 122,624,768 shares were represented in person or by proxy (a quorum).
  • All six director nominees were elected to serve until the 2027 Annual Meeting. Vote totals for each nominee were:
    • Peter E. Baccile — For: 116,224,131; Against: 2,507,531; Abstentions: 57,936; Broker Non-Votes: 3,835,170
    • Teresa B. Bazemore — For: 116,259,010; Against: 2,472,756; Abstentions: 57,836; Broker Non-Votes: 3,835,166
    • Matthew S. Dominski — For: 112,930,693; Against: 5,801,517; Abstentions: 57,389; Broker Non-Votes: 3,835,169
    • H. Patrick Hackett, Jr. — For: 111,033,941; Against: 7,698,801; Abstentions: 56,857; Broker Non-Votes: 3,835,169
    • Denise A. Olsen — For: 116,103,504; Against: 1,864,998; Abstentions: 821,098; Broker Non-Votes: 3,835,168
    • Marcus L. Smith — For: 114,852,280; Against: 3,887,636; Abstentions: 49,686; Broker Non-Votes: 3,835,166
  • Stockholders approved the advisory (non-binding) vote on executive compensation and approved PricewaterhouseCoopers LLP as the company’s independent registered public accounting firm for fiscal 2026. A press release with the final vote count was furnished as Exhibit 99.1 (Regulation FD disclosure) on April 30, 2026.

Key Details

  • Record date and shares outstanding: March 23, 2026 — 132,570,424 shares.
  • Shares represented (quorum): 122,624,768.
  • Advisory "say-on-pay" vote: For 112,293,277; Against 5,807,450; Abstentions 688,864; Broker Non-Votes 3,835,177.
  • Auditor appointment (PwC) vote: For 117,459,600; Against 5,102,196; Abstentions 62,972; Broker Non-Votes 0.

Why It Matters

  • These results confirm the company’s board slate through the 2027 annual meeting and show investor support for the company’s executive pay practices (advisory) and for appointing PwC as auditor for 2026.
  • Vote margins (including notable against votes for some nominees) and broker non-votes are useful signals for shareholders tracking governance and proxy voting trends.
  • The Form 8-K and furnished press release provide the official vote tallies investors can use to assess governance outcomes and any potential follow-up by the company.

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