8-K
filed May 16, 2023, 7:59 PM ET
ticker NNN
CIK 0000751364
other
confidence high
sentiment neutral
materiality 0.15
NNN REIT annual meeting approves director slate, say-on-pay, and incentive plan amendment
NNN REIT, INC.
- All nine director nominees elected; votes for ranged from 141M to 151M.
- Advisory vote on executive compensation approved: 147.7M for, 3.5M against.
- Frequency of future say-on-pay votes set at every year (147.7M votes for 1-year).
- Incentive plan amended: share reserve increased from 1.8M to 4.8M shares; individual award limits raised.
- Ernst & Young ratified as auditor for 2023: 163.7M for, 0.7M against.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
NNN REIT, INC. shareholders approved Approval of an amendment to the Company's 2017 Performance Incentive Plan at the 2023-05-16 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2023-05-16
Exact text from the filing
Proposal 4: Approval of an Amendment to the Company's 2017 Performance Incentive Plan The Company’s stockholders approved to amend the Company’s 2017 Performance Incentive Plan to include an increase (i) in the share reserve under the Plan from 1,800,000 to 4,800,000 shares, (ii) from $6,000,000 to $7,000,000 in the individual limits applicable to performance awards, and (iii) in the limit on non-employee director compensation from $500,000 to $700,000. The tabulation of votes was as follows: For Against Abstain Broker Non-Votes 147,273,359 3,953,571 369,799 13,215,683
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
NNN REIT, INC. shareholders approved Advisory vote on executive compensation at the 2023-05-16 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-05-16
Exact text from the filing
Proposal 2: An Advisory Vote on Executive Compensation The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers as set forth below: For Against Abstain Broker Non-Votes 147,724,008 3,519,650 353,071 13,215,683
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
NNN REIT, INC. shareholders approved Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2023 at the 2023-05-16 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-05-16
Exact text from the filing
Proposal 5: Ratification of the Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023, was ratified as set forth below: For Against Abstain 163,733,690 746,525 332,197 There were no broker non-votes with respect to Proposal 5.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
NNN REIT, INC. shareholders approved Advisory vote on the frequency of future advisory votes on executive compensation at the 2023-05-16 meeting.
- Proposal
- say on pay frequency
- Outcome
- passed
- Meeting
- 2023-05-16
Exact text from the filing
Proposal 3: An Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation The Company's stockholders approved, on an advisory basis, in favor of an advisory vote on named executive officer compensation every year. The tabulation of votes was as follows: 1 Year 2 Years 3 Years Abstain Broker Non-Votes 147,738,199 244,650 3,348,581 265,299 13,215,683
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
NNN REIT, INC. shareholders approved Election of Directors at the 2023-05-16 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-05-16
Exact text from the filing
Proposal 1: Election of Directors The nine nominees for the Board of Directors were elected to hold office until the next annual meeting of stockholders or until their respective successors have been elected and qualified. The tabulation of votes was as follows: Nominee For Withhold Abstain Broker Non-Votes Pamela K. M. Beall 148,874,486 2,543,069 179,174 13,215,683 Steven D. Cosler 149,207,102 2,177,279 212,348 13,215,683 David M. Fick 148,459,884 2,946,502 190,343 13,215,683 Edward J. Fritsch 146,956,504 4,450,856 189,369 13,215,683 Elizabeth C. Gulacsy 150,914,255 501,664 180,810 13,215,683 Kevin B. Habicht 141,246,011 10,162,509 188,209 13,215,683 Betsy D. Holden 149,148,044 2,264,601 184,084 13,215,683 Stephen A. Horn, Jr. 150,427,831 987,462 181,436 13,215,683 Kamau O. Witherspoon 148,969,879 2,432,242 194,608 13,215,683 There were no votes against the nominees with respect to Proposal 1.
View on SEC.gov
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