Governance

Responsible corporate governance is the foundation of our sustainability platform. Our Board of Directors and senior leadership team ensure that sound governance policies and practices are maintained.

Healthcare Realty established meaningful long- and short-term goals that align with our sustainability priorities. Our progress against these goals can be found in our annual Corporate Responsibility Report.

Our commitment to strong governance and transparency is found in our publicly available Corporate Governance documents. As best practices for corporate governance continue to evolve, Healthcare Realty remains committed to implementing shareholder-centric policies and procedures. A full list of those policies is found in our 2025 Proxy statement.

• Annual board elections and director resignation policy if lacking a majority of votes
• Opted out of the MUTA, preventing the Company from staggering the board without shareholder approval
• Implemented “proxy access,” allowing eligible stockholders to include their own nominees for director in the Company’s proxy materials
• Anti-Hedging Policy applicable to all Company employees and directors
• Independent board chairman
• Annual “say-on-pay” vote by shareholders on the compensation of our Named Executive Officers (NEOs)
• Executive officer incentive compensation includes corporate responsibility performance components
• Stock ownership guidelines align the interests of the board, executive management, and shareholders
• No contributions to political campaigns or lobbying activities using Company funds

Healthcare Realty believes having a diverse and independent Board of Directors with different perspectives, backgrounds, and experiences contributes to the Company’s success.

Healthcare Realty’s sustainability efforts are managed by our Chief Administrative Officer, overseen by our Director of Corporate Responsibility, and supported by our Sustainability Analyst. The sustainability team works with all departments to monitor progress on our corporate responsibility priorities.

Our Board of Directors believes integrating leading corporate responsibility practices in our culture, strategy, and operations is fundamental to the Company’s long-term growth. The Nominating and Corporate Governance Committee provides direct oversight of corporate responsibility initiatives, and the board receives quarterly updates on corporate responsibility matters.

Healthcare Realty’s Executive Incentive Plan for named executive officers, which includes the Chief Executive Officer and five Executive Vice Presidents, contains a performance incentive based on annual objectives.

Goals and initiatives for 2024 included ⁽¹⁾:

• Monitoring, benchmarking, and reducing environmental resource use, including energy, water, solid waste, and greenhouse gas emissions
• Expansion and progress on social initiatives, including culture, employee engagement, turnover management, health and wellness, minority representation, tenant satisfaction, and charitable giving; and
• Enhancement and promotion of stakeholder engagement around sustainability efforts