AGM 2020

May 6, 2020

Ladies and gentlemen, thank you for standing by, and welcome to the Federal Realty Investment Trust Annual Meeting for 2020. At this time, all participants are in a listen only mode. Please be advised that today's conference is being recorded. I would now like to hand the conference over to your speaker today, Joe Vazilusso. Thank you. Please go ahead, sir. Good morning. I'd like to welcome you to our 2020 Annual Shareholders Meeting. These are unprecedented times, and we hope you and your families all remain safe and healthy. This will be different than our usual Annual Shareholder Meeting since we'll be conducting our business remotely instead of in person. We'll start with the business portion of the meeting and then, time permitting, move right into Q and A. The company will not be making any formal presentations at today's meeting. So to get started, I'd like to ask that the meeting come to order. All the members of our Board of Trustees are participating in this meeting and available to answer questions. Also available to answer questions are Nasheed Mehta with Grant Thornton, our independent auditor and Justin Bintrim with Pillsbury Winthrop Shaw Pittman, our Corporate Counsel. Our proxies for today's meetings are Dawn Becker and Dan Gugliamone. Dawn Becker will serve as the Inspector of the Elections for the Annual Meeting. At this time, I would like to ask Dawn to present the quorum report and to report on the notice of the annual meeting. Thank you, Joe. As Secretary of Federal Realty Investment Trust and the Inspector of Elections for the Annual Meeting, I hereby certify that as of the record date, March 16, 2020, there were 75,622,604 common shares of beneficial interest outstanding. I further certify that on or about March 20, 2020, the Trust caused to be mailed to the shareholders of record a notice of Internet availability of proxy materials. That notice contains instructions on how to access and review the trust proxy statement and annual report to shareholders, which includes our annual report on Form 10 ks for the year ended December 31, 2019. The notice of the annual meeting included in the proxy materials advise shareholders of the date, time and location of the annual meeting, the record date for voting and the matters to be considered at the annual meeting. The notice was provided under my signature on behalf of the Board of Trustees. On April 15, 2020, the Trust filed additional proxy materials notifying shareholders that the 2020 annual meeting of shareholders would be held remotely. I further certify that for the Annual Meeting being held today, proxies totaling at least 69,155,000 131 shares or approximately 91% of the outstanding shares as of the record date have been received and tallied. Over to you, Joe. Thank you, Dawn. Based on the report of the Inspector of Elections, I declare that a quorum is present and that the annual meeting was properly called and is properly constituted for the transaction of business. I will now read all of the proposals being voted on at this meeting and then answer any questions with respect to those proposals. You can submit a question by clicking on the message icon on the screen. Please indicate in your question what proposal it relates to. If a question does not relate directly to any of the proposals, we will defer that question to the Q and A session, time permitting. If you are participating in today's meeting as a guest, you will not be able to ask questions at this time at any time, excuse me. The polls are open. You can now vote if you haven't already done so. The polls will be open until the proposals have been read and questions relating to those proposals have been answered. If you submitted your proxy or voting instructions prior to today's meeting and do not wish to change your vote, you do not need to take any action at this time. Let me now turn to the proposals. The Board is recommending a vote for all proposals. Proposal number 1 is for the election of 7 trustees to serve until the Trust's 2021 Annual Meeting of Shareholders. Proposal 2 is an advisory vote on the compensation of our named executive officers as described in the proxy statement. Proposal number 3 is for approval of our 2020 performance incentive plan. Proposal number 4 is for the ratification of the appointment of Grant Thornton LLP as the Trust independent registered public accounting firm for the fiscal year ending December 31, 2020. Do we have any questions on the proposals? Joe, I am not seeing any questions on the proposals. Thank you, Dawn. The polls are now officially closed. Dawn, would you please present the preliminary results? Mr. Chairman, the preliminary results reflect that proposals 1, 3 and 4 have passed and proposal 2 has not passed. The final vote for each proposal will be included in a Form 8 ks that will be filed with the Securities and Exchange Commission once our transfer agent has certified the vote results. Thank you, Joe. Thank you, Dawn. Now that the formal business of the meeting is over, we'll open it up for questions. You can submit a question by clicking on the message icon on the screen. As a reminder, if you are participating in today's meeting as a guest, you will not be able to ask any questions. Joe, again, I am not seeing any questions come through. Thank you, Don. And with that, the annual meeting is concluded. Thank you, 1 and all.