First Industrial Realty Trust Files Proxy Supplement

TL;DR

FIRST files proxy supplement for annual meeting - shareholders get more info.

AI Summary

First Industrial Realty Trust, Inc. filed a Definitive Additional Materials (DEFA14A) on April 16, 2024, supplementing its proxy statement dated April 4, 2024. This filing is related to the company's upcoming annual meeting. The company is headquartered at 1 North Wacker Drive, Suite 4200, Chicago, IL 60606.

Why It Matters

This filing provides additional information to shareholders regarding the upcoming annual meeting, which is crucial for their informed voting decisions on corporate matters.

Risk Assessment

Risk Level: low — This is a routine filing providing supplemental information for an upcoming shareholder meeting, not indicating any immediate financial distress or significant operational changes.

Key Players & Entities

• FIRST INDUSTRIAL REALTY TRUST, INC. (company) — Registrant
• 1 NORTH WACKER DRIVE, SUITE 4200, CHICAGO, IL 60606 (company) — Business and Mail Address
• April 16, 2024 (date) — Filing Date
• April 4, 2024 (date) — Original Proxy Statement Date

FAQ

Filing Documents

• definitiveadditionalmateri.htm (DEFA14A) — 196KB
• image_0a.jpg (GRAPHIC) — 16KB
• 0000921825-24-000035.txt ( ) — 219KB

From the Filing

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under 240.14a-12 FIRST INDUSTRIAL REALTY TRUST, INC. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply) No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14(a)-6(i)(1) and 0-11 FIRST INDUSTRIAL REALTY TRUST, INC. SUPPLEMENT TO PROXY STATEMENT DATED APRIL 4, 2024 FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON APRIL 30, 2024 Explanatory Note On April 4, 2024, First Industrial Realty Trust, Inc. (the "Company") filed with the Securities and Exchange Commission a Notice of Annual Meeting of Stockholders and Definitive Proxy Statement (the "Proxy Statement") for the 2024 Annual Meeting of Stockholders (the "Annual Meeting") to be held virtually on Tuesday, April 30, 2024 at 900 a.m. Central Time (www.meetnow.globalMG2QNWX). The Company commenced distribution of the Notice and Proxy Statement on or about April 4, 2024. As described in Proposal 2 included in the Proxy Statement, the Company's Board of Directors have approved, subject to stockholder approval, the Company's 2024 Stock Incentive Plan, and the Company is seeking stockholder approval of the 2024 Stock Incentive Plan at the Annual Meeting. Proposal 2 includes a detailed summary of the 2024 Stock Incentive Plan, including all of its material terms however, the Proxy Statement inadvertently omitted an appendix containing the complete text of the 2024 Stock Incentive Plan. Accordingly, the Company is filing this supplement to the Proxy Statement to include a complete copy of the 2024 Stock Incentive Plan, which is set forth below. The description of the 2024 Stock Incentive Plan set forth in Proposal 2 is qualified in its entirety by reference to the full text of the 2024 Stock Incentive Plan, which is incorporated by reference into Proposal 2. FIRST INDUSTRIAL REALTY TRUST, INC. 2024 STOCK INCENTIVE PLAN TABLE OF CONTENTS Page Section 1 General Purpose of Plan Definitions 1 Section 2 Administration of Plan Committee Authority to Select Participants and Determine Awards 4 Section 3 Shares Issuable under Plan Mergers Substitution 7 Section 4 Awards 8 Section 5 Eligibility 9 Section 6 Stock Options 9 Section 7 Restricted Stock Awards, Restricted Stock Unit Awards and LTIP Unit Awards . 12 Section 8 Performance-based Share Awards 14 Section 9 Stock Appreciation Rights 15 Section 10 Dividend Equivalents 15 Section 11 Tax Withholding 16 Section 12 Amendments and Termination 16 Section 13 Status of Plan 17 Section 14 Change of Control Provisions 17 Section 15 General Provisions 19 Section 16 Clawback Policy 19 Section 17 Effective Date of Plan 20 Section 18 Governing Law 20 i FIRST INDUSTRIAL REALTY TRUST, INC. 2024 STOCK INCENTIVE PLAN Section 1 General Purpose of Plan Definitions . The name of this plan is the First Industrial Realty Trust, Inc. 2024 Stock Incentive Plan (the " Plan "). The purpose of the Plan is to encourage and enable the officers, employees and Directors of, and service providers (with respect to which issuances of securities may be registered under Form S-8) to, First Industrial Realty Trust, Inc. (the " Company ") and its Affiliates and Subsidiaries upon whose judgment, initiative and efforts the Company largely depends for the successful conduct of its business to acquire a proprietary interest in the Company. It is anticipated that providing such persons with a direct stake in the Company's welfare will ensure a closer identification of their interests with those of the Company, thereby stimulating their efforts on the Company's behalf and strengthening their desire to remain with the Company. As of the Effective Date, no further awards shall be granted under the Prior Plan. The following terms shall be defined in the Plan as set forth below " Act " means the Securities Exchange Act of 1934, as amended, and any successor act, and related rules, regulations and interpretations. " Affiliate " means any entity other than the Company and its Subsidiaries that is designated by the Board or the Committee as a participating employer under the Plan, provided that the Company directly or indirectly owns at least twenty percent (20%) of the combined voting power of all classes of stock of such entity or at least twenty percent (20%) of the ownership interests in such enti

View Full Filing

View this DEFA14A filing on SEC EDGAR