Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On September 15, 2026, the Board of Trustees (the "Board") of Brandywine Realty Trust (the "Company"), upon the recommendation of the Board's Corporate Governance Committee, appointed Terri Herubin as a Trustee of the Board, effective September 15, 2026, to serve until the Company's 2027 annual meeting of shareholders and will stand for election at that meeting. Concurrent with her appointment to the Board, Ms. Herubin was appointed to the Board's Audit Committee.
Ms. Herubin is an accomplished real estate investment executive and public company director with extensive experience in institutional portfolio management, asset management, fund leadership and corporate governance. Ms. Herubin previously served on the Board from 2018 to 2024, including as chair of the Corporate Governance Committee and as a member of the Audit Committee. Her executive experience includes serving as Senior Investment Officer for Real Estate at the Los Angeles County Employees Retirement Association, where she managed Core and Non-Core real estate investments, and as Senior Managing Director at Greystar, where she led the firm's open-end funds platform and national asset management group. Earlier in her career, she held senior real estate investment roles with The United Group, The Townsend Group, Barings, Angelo Gordon, and the New York State Teachers' Retirement System. Ms. Herubin has been active in leading industry and governance organizations, including the National Council of Real Estate Investment Fiduciaries, the Pension Real Estate Association, the National Association of Corporate Directors, and the Urban Land Institute.
There are no arrangements or understandings between Ms. Herubin and the Company or any other person pursuant to which Ms. Herubin was appointed as a Trustee of the Company. Ms. Herubin is not related to any officer or Trustee of the Company, and there are no transactions or relationships between Ms. Herubin and the Company that would be required to be reported under Item 404(a) of Regulation S-K. Ms. Herubin will receive compensation for Board service in accordance with the standard compensation arrangements for non-employee Trustees, on a prorated basis for the current year, as disclosed in the Company's proxy statement filed with the Securities and Exchange Commission on April 7, 2026 and as updated from time to time.