11/06/2026 | Press release | Distributed by Public on 11/06/2026 14:25
Item 5.07 Submission of Matters to a Vote of Security Holders.
On November 5, 2026, Inland Real Estate Income Trust, Inc. (the "Company") held its 2026 Annual Meeting of Stockholders (the "Annual Meeting"). In connection with the Annual Meeting, proxies were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended. A total of 18,474,365 shares of the Company's common stock were present or represented by proxy at the Annual Meeting, representing 51.30% of the issued and outstanding shares entitled to vote at the Annual Meeting. A quorum was present in accordance with the Company's Fourth Amended and Restated Bylaws (the "Bylaws"). Matters voted upon by the Company's stockholders were: (i) the election of three nominees listed below to serve as Class II Directors; (ii) the ratification of the selection of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026; and (iii) the adoption of a non-binding advisory resolution approving the executive compensation of the Company's named executive officers.
The voting results for each proposal voted upon by stockholders, including the number of votes cast for or against, votes withheld, abstentions and broker non-votes, as applicable, were as follows:
Proposal 1 - Election of Class II Directors
Under the Bylaws, directors are elected by a plurality of the votes cast. Accordingly, withheld votes and broker non-votes have no effect on the election of directors. All three nominees for Class II Directors listed in the Proxy Statement were elected with the following vote:
|
Class II Director Nominee |
For |
Withheld |
Broker Non-Votes |
|||
|
Anthony Chereso |
4,696,670 |
459,281 |
13,318,414 |
|||
|
Stephen L. Davis |
4,667,481 |
488,470 |
13,318,414 |
|||
|
Alan Feldman |
4,679,960 |
475,991 |
13,318,414 |
Each Class II Director will continue in office for a term of three years until the 2029 Annual Meeting of Stockholders and his or her successor has been duly elected and qualifies, or until his or her earlier removal, resignation, death or retirement.
Proposal 2 - Ratification of Selection of Independent Registered Public Accounting Firm
Ratification of the selection of KPMG LLP required the affirmative vote of a majority of votes cast on the proposal. Abstentions were not treated as votes cast and therefore had no effect on the outcome. The ratification of the Audit Committee's selection of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026 was approved with the following vote:
|
For |
Against |
Abstain |
||
|
18,132,714 |
133,962 |
207,689 |
Proposal 3 - Non-Binding Advisory Vote on Executive Compensation
Approval of the advisory resolution on executive compensation required the affirmative vote of a majority of votes cast on the proposal. Abstentions and broker non-votes were not considered votes cast and therefore had no effect on the outcome. The non-binding advisory vote on the Company's named executive officer compensation was approved with the following vote:
|
For |
Against |
Abstain |
Broker Non-Votes |
|||
|
3,813,123 |
927,628 |
415,200 |
13,318,414 |
No other proposals were submitted to a vote of the stockholders at the Annual Meeting.