First Industrial Realty Trust, Inc. (FR) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Stockholders of First Industrial Realty Trust, Inc. Please note that today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to Peter Baccile, President and Chief Executive Officer of First Industrial Realty Trust, Inc. Mr. Baccile, the floor is yours.

Thank you, operator, and good morning. I'd like to welcome all of our shareholders to our 2024 Annual Meeting. At the outset of this meeting, I would like to point everyone attending to our safe harbor statement regarding forward-looking statements found in our SEC filings. Before we get to the business of the meeting, please allow me to acknowledge the excellent work by the First Industrial team that led to strong results in 2023, a year that was characterized by highly volatile capital markets, significant economic uncertainty and a rapidly changing geopolitical environment. Thank you to our stockholders for your ongoing support and investment in the company. Thank you to our valued tenants for choosing First Industrial buildings for your logistics requirements and thank you to our business partners for providing your services and expertise that contribute to our mutual success. To my fellow Board members, thank you for your invaluable leadership, insights and contributions in guiding us along the path of disciplined growth. And lastly, thank you to all of my First Industrial teammates for bringing your talents, efforts, commitment and strong sense of teamwork each and every day. With that, I would like to turn the call over to Matt Dominski, our Chairman. Matt?

Thank you, Peter. I too would like to welcome you to our 2024 Annual Meeting of Stockholders of First Industrial Realty Trust, Inc. As Chairman of the Board of Directors of the company, I hereby call this meeting to order. At this time, I would like to introduce you to our other directors. Peter Baccile, Teresa Bazemore, Patrick Hackett, Denise Olsen, John Rau and Marcus Smith. Next, I would like to introduce you to the members of our senior management team at First Industrial, who are here today. Scott Musil, the company's Chief Financial Officer; Jojo Yap, our Chief Investment Officer and Executive Vice President of our West Region; Peter Schultz, our Executive Vice President of the East region; Robert Walter, Executive Vice President, Capital Markets and Asset Management; Chris Schneider, Chief Information Officer and Executive Vice President, Operations; Jennifer Matthews Rice, General Counsel and Secretary; Art Harmon, Senior Vice President, Investor Relations and Marketing; Don Stoffle, Executive Director of Dispositions; and Sara Niemiec, Chief Accounting Officer. Next, I would also like to acknowledge Ian Nelson, our engagement partner with the independent registered public accounting firm of PricewaterhouseCoopers LLP; and Matthew Jackson from Barack Ferrazzano Kirschbaum & Nagelberg LLP, the company's corporate counsel. Mr. Jackson will serve as the inspector of the election for the meeting. Our agenda this morning will be: first, to conduct the business of the meeting, which includes the election of directors; approval of the company's 2024 stock incentive plan; approval of the executive compensation of the company's named executive officers on an advisory basis; and ratification of the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm. Then following the adjournment of the meeting, we will entertain any questions you may have. Stockholders, the polls are now open. For those who have already submitted a signed proxy card, you need not vote by ballot at this meeting. If there are any proxies not yet submitted, please vote at this time using the link titled Vote on your computer screen. The Board of Directors established March 7, 2024, as the record date for determining all stockholders entitled to receive notice of and vote at this meeting. Ms. Secretary, will you please present the notice of the meeting as well as evidence of its mailings.

Notice of the meeting was mailed on or about April 4, 2024, to all stockholders of record as of the record date. The notice of the meeting and affidavit of mailing of the notice will be included in the books and records of the company minute book.

Thank you, Ms. Secretary. Can you next report whether the shares represented at the meeting in person or by proxy are sufficient to constitute a quorum.

Mr. Chairman, the company has received proxies of stockholders representing in excess of a majority of the company's common stock, which is the minimum required for a quorum. The quorum is present.

Thank you, Ms. Secretary. Since the majority of the company's common stock are represented here today, a quorum is present and we can proceed to the business of the meeting. There are 4 proposals before stockholders this morning. First proposal is to elect 7 directors to the Board to serve until the 2025 Annual Meeting of Stockholders. The Board has nominated Peter Baccile, Teresa Bazemore, Patrick Hackett, Denise Olsen, John Rau, Marcus Smith and me to serve as Directors until the 2025 Annual Meeting of the stockholders. The second proposal is to approve the company's 2024 stock incentive plan. The third proposal is to approve on an advisory basis, the company's compensation of its named executive officers as set forth in the proxy statement. The fourth proposal is to ratify the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the year ending December 31, 2024. Again, if there are any stockholders who did not turn in their proxies or who wish to vote by ballot, please vote using the link titled Vote on your computer screen. [Voting]

Thank you for voting today, and the polls are now closed. All the proposals to be voted upon at this meeting are before us, and I believe the votes have been tallied. Will the secretary please present the results.

Mr. Chairman, the results of the vote are as follows: First, Mr. Chairman, you, Mr. Baccile, Ms. Bazemore, Mr. Hackett, Ms. Olsen, Mr. Rau and Mr. Smith, each received more than a majority of the votes cast. Accordingly, you have all each been elected as directors of the company to serve until the 2025 Annual Meeting. Second, a majority of the votes cast were voted in favor of the company's 2024 stock incentive plan. Third, a majority of the votes cast were voted in favor of the company's compensation of its named executive officers as disclosed in the proxy statement. Fourth, a majority of the votes cast were voted in favor of the Audit Committee's appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the year ended December 31, 2024. Accordingly, each of the 4 proposals has been approved.

That concludes the official business of this meeting. The meeting is hereby adjourned. We will now respond to any questions as you submit through the message icon on your computer screen. Mr. Harmon, do we have any questions?

Mr. Chairman, there are no questions.

Thank you, Art. We appreciate you, our stockholders participating in the 2024 Annual Stockholder Meeting and wish you and your families good health. Thank you for joining.

This concludes the meeting. You may now disconnect.