SPIRIT REALTY CAPITAL INC. 2023-2024 Proxy Voting Records

Description as filed by funds: Merger Proposal: To approve the merger of Spirit with and into Saints MD Subsidiary, Inc. ("Merger Sub"), with Merger Sub continuing its existence as a wholly owned subsidiary of Realty Income Corporation ("Realty Income"), on the terms and subject to the conditions of the Agreement and Plan of Merger, dated as of October 29, 2023 (as amended from time to time, the "Merger Agreement"), by and among Spirit, Realty Income and Merger Sub, and the transactions contemplated thereby.

SPIRIT REALTY CAPITAL INC.’s own tally for this item (“1. Merger Proposal: To approve the merger of Spirit with and into Saints MD Subsidiary, Inc. ("Merger Sub"), with Merger Sub continuing its existence as a wholly owned subsidiary of Realty Income Corporation ("Realty Inc”): 122,275,086 for, 265,424 against, per its Form 8-K filed January 19, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a supermajority of the shares outstanding (“86.7% of the voting power”).

The 105 asset managers below reported 63,506,825 for.

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

The 3 asset managers below reported 286,465 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Description as filed by funds: ADJOURNMENT PROPOSAL: TO APPROVE THE ADJOURNMENT OF THE SPIRIT SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE MERGER PROPOSAL, IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF SUCH ADJOURNMENT TO APPROVE SUCH PROPOSAL.

The 81 asset managers below reported 48,983,961 for, 3,446,942 against, 30,826 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

Description as filed by funds: To approve the adjournment of the Spirit special meeting, if necessary or appropriate, to solicit additional proxies in favor of the Merger Proposal, if there are insufficient votes at the time of such adjournment to approve such proposal

The 24 asset managers below reported 11,041,611 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

The 3 asset managers below reported 286,465 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Description as filed by funds: COMPENSATION PROPOSAL: TO APPROVE, BY ADVISORY (NON BINDING) VOTE, CERTAIN COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO SPIRIT'S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE COMPLETION OF THE MERGER.

SPIRIT REALTY CAPITAL INC.’s own tally for this item (“2. Compensation Proposal: To approve, by advisory (non-binding) vote, certain compensation that may be paid or become payable to Spirit's named executive officers in connection with the completion of the Merger”): 115,147,755 for, 7,191,498 against, per its Form 8-K filed January 19, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 105 managers: 62,622,544 for, 859,353 against, 30,826 abstained. Showing the 25 largest; see all in the interactive database.

No total is shown for the institutional-manager reports: their sum exceeds the total votes cast at the meeting. Showing the 25 largest; see all in the interactive database.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Fund voting reports, all 4 managers: 275,230 for, 12,019 against.

Institutional-manager reports, all 4 managers: 412,248 for.