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Pay vs Performance Disclosure

12 Months Ended

Dec. 31, 2023

USD ($)

$ / shares

Dec. 31, 2022

USD ($)

$ / shares

Dec. 31, 2021

USD ($)

$ / shares

Dec. 31, 2020

USD ($)

$ / shares

Pay vs Performance Disclosure

Pay vs Performance Disclosure, Table


					Value of Initial Fixed $100 Investment Based on:

Year	Summary Compensation Table Total for PEO ($)	Compensation Actually Paid to PEO ($)(1)(2)	Average Summary Compensation Table Total for Non-PEO NEOs ($)	Average Compensation Actually Paid to Non-PEO NEOs ($)(1)(2)	Total Shareholder Return ($)	MSCI U.S. REIT Index Total Shareholder Return ($)(3)	Net Income ($)	AFFO per share ($)(4)

2023	13,128,810	9,506,745	3,695,675	2,708,047	$97.01	$113.54	876,914,000	$4.00
2022	14,286,815	16,383,532	3,782,204	4,185,216	$101.66	$99.82	872,416,000	$3.92
2021	12,861,011	16,487,305	2,946,164	3,572,661	$109.73	$132.23	360,747,000	$3.59
2020	7,787,647	3,887,914	1,945,047	995,917	$88.44	$92.43	396,506,000	$3.39

Company Selected Measure Name

AFFO per share

Named Executive Officers, Footnote

Amounts represent compensation “actually paid” to our PEO and the average compensation actually paid to our remaining NEOs for the relevant fiscal year, as determined under SEC rules (and described below), which includes the individuals indicated in the table below for each fiscal year:


Year	PEO	Non-PEO NEOs

2023	Sumit Roy	Christie B. Kelly, Neil M. Abraham, Mark E. Hagan, and Michelle Bushore
2022	Sumit Roy	Christie B. Kelly, Neil M. Abraham, Mark E. Hagan, and Michelle Bushore
2021	Sumit Roy	Christie B. Kelly, Neil M. Abraham, Mark E. Hagan, Michelle Bushore, and Sean P. Nugent
2020	Sumit Roy	Michael P. Pfeiffer, Neil M. Abraham, Mark E. Hagan, Sean P. Nugent, and Paul M. Meurer

Compensation actually paid to our NEOs represents the “Total” compensation reported in the Summary Compensation Table for the 2023 fiscal year, as adjusted as follows:


	2023

Equity Award Adjustments	PEO ($)	Average Non-PEO NEOs ($)

Amounts Reported under the “Stock Awards” Column as Reported in the Summary Compensation Table	(7,398,815)	(2,115,084)
Fair Value at Fiscal Year-End of Outstanding and Unvested for Awards Granted in Fiscal Year	6,858,740	1,752,860
Fair Value at Vesting Date for Awards Granted and Vested in Fiscal Year	—	213,157
Change in Fair Value for Awards Granted in Prior Fiscal Years that were Outstanding and Unvested as of Fiscal Year-End	(3,355,855)	(878,838)
Changes in Fair Value for Awards Granted during Prior Fiscal Years that Vested in Fiscal Year	118,313	1,149
Increase based on Dividends Paid on Awards during Fiscal Year prior to Vesting Date not Otherwise Reflected in Total Compensation	155,552	39,128
Total Adjustments	(3,622,065)	(987,628)

Peer Group Issuers, Footnote

For the relevant fiscal year, represents the cumulative TSR of the MSCI U.S. REIT Index.

PEO Total Compensation Amount

$ 13,128,810

$ 14,286,815

$ 12,861,011

$ 7,787,647

PEO Actually Paid Compensation Amount

$ 9,506,745

16,383,532

16,487,305

3,887,914

Adjustment To PEO Compensation, Footnote


Year	PEO	Non-PEO NEOs

2023	Sumit Roy	Christie B. Kelly, Neil M. Abraham, Mark E. Hagan, and Michelle Bushore
2022	Sumit Roy	Christie B. Kelly, Neil M. Abraham, Mark E. Hagan, and Michelle Bushore
2021	Sumit Roy	Christie B. Kelly, Neil M. Abraham, Mark E. Hagan, Michelle Bushore, and Sean P. Nugent
2020	Sumit Roy	Michael P. Pfeiffer, Neil M. Abraham, Mark E. Hagan, Sean P. Nugent, and Paul M. Meurer

Compensation actually paid to our NEOs represents the “Total” compensation reported in the Summary Compensation Table for the 2023 fiscal year, as adjusted as follows:


	2023

Equity Award Adjustments	PEO ($)	Average Non-PEO NEOs ($)

Amounts Reported under the “Stock Awards” Column as Reported in the Summary Compensation Table	(7,398,815)	(2,115,084)
Fair Value at Fiscal Year-End of Outstanding and Unvested for Awards Granted in Fiscal Year	6,858,740	1,752,860
Fair Value at Vesting Date for Awards Granted and Vested in Fiscal Year	—	213,157
Change in Fair Value for Awards Granted in Prior Fiscal Years that were Outstanding and Unvested as of Fiscal Year-End	(3,355,855)	(878,838)
Changes in Fair Value for Awards Granted during Prior Fiscal Years that Vested in Fiscal Year	118,313	1,149
Increase based on Dividends Paid on Awards during Fiscal Year prior to Vesting Date not Otherwise Reflected in Total Compensation	155,552	39,128
Total Adjustments	(3,622,065)	(987,628)

Fair value or change in fair value, as applicable, of equity awards in the “Compensation Actually Paid” columns was determined by reference to (i) for time-based restricted stock and restricted stock unit awards, the closing price per share on the applicable year-end date(s) or, in the case of vesting dates, the closing price per share on the applicable vesting date(s); (ii) for performance-based restricted stock awards (excluding any market-based awards), the same valuation methodology as restricted stock awards above except that the year-end values are multiplied by the probability of achievement of the applicable performance objective as of the applicable date; and (iii) for market-based awards, the fair value calculated by a Monte Carlo simulation model as of the applicable year-end date(s), which utilizes

multiple input variables, including expected volatility of our stock price and other assumptions appropriate for determining fair value, to estimate the probability of satisfying the performance objective established for the award, including the expected volatility of our stock price relative to the applicable comparative index and a risk-free interest rate of derived from linear interpolation of the term structure of Treasury Constant Maturities yield rates for the applicable period. The range of estimates used in the Monte Carlo calculations are as follows: (i) for 2023, volatility between 20%-21% and risk-free rate between 4.2%-4.5%; (ii) for 2022, volatility between 20%-22% and risk-free rate between 4.4%-4.7%; (iii) for 2021, volatility between 18%-45% and risk free rate between 0.4%-0.7%; and (iv) for 2020, volatility between 45%-61% and risk free rate of 0.1%.

Non-PEO NEO Average Total Compensation Amount

$ 3,695,675

3,782,204

2,946,164

1,945,047

Non-PEO NEO Average Compensation Actually Paid Amount

$ 2,708,047

4,185,216

3,572,661

995,917

Adjustment to Non-PEO NEO Compensation Footnote


Year	PEO	Non-PEO NEOs

2023	Sumit Roy	Christie B. Kelly, Neil M. Abraham, Mark E. Hagan, and Michelle Bushore
2022	Sumit Roy	Christie B. Kelly, Neil M. Abraham, Mark E. Hagan, and Michelle Bushore
2021	Sumit Roy	Christie B. Kelly, Neil M. Abraham, Mark E. Hagan, Michelle Bushore, and Sean P. Nugent
2020	Sumit Roy	Michael P. Pfeiffer, Neil M. Abraham, Mark E. Hagan, Sean P. Nugent, and Paul M. Meurer

Compensation actually paid to our NEOs represents the “Total” compensation reported in the Summary Compensation Table for the 2023 fiscal year, as adjusted as follows:


	2023

Equity Award Adjustments	PEO ($)	Average Non-PEO NEOs ($)

Amounts Reported under the “Stock Awards” Column as Reported in the Summary Compensation Table	(7,398,815)	(2,115,084)
Fair Value at Fiscal Year-End of Outstanding and Unvested for Awards Granted in Fiscal Year	6,858,740	1,752,860
Fair Value at Vesting Date for Awards Granted and Vested in Fiscal Year	—	213,157
Change in Fair Value for Awards Granted in Prior Fiscal Years that were Outstanding and Unvested as of Fiscal Year-End	(3,355,855)	(878,838)
Changes in Fair Value for Awards Granted during Prior Fiscal Years that Vested in Fiscal Year	118,313	1,149
Increase based on Dividends Paid on Awards during Fiscal Year prior to Vesting Date not Otherwise Reflected in Total Compensation	155,552	39,128
Total Adjustments	(3,622,065)	(987,628)

Compensation Actually Paid vs. Total Shareholder Return

Compensation Actually Paid vs. Net Income

Compensation Actually Paid vs. Company Selected Measure

Tabular List, Table

AFFO per share;

•TSR ranking relative to MSCI REIT Index;

•Net Debt-to-Pro Forma Adjusted EBITDAre;

•Fixed charge coverage ratio;

•Portfolio occupancy; and

•Dividend per share growth rate

Total Shareholder Return Amount

$ 97.01

101.66

109.73

88.44

Peer Group Total Shareholder Return Amount

113.54

99.82

132.23

92.43

Net Income (Loss)

$ 876,914,000

$ 872,416,000

$ 360,747,000

$ 396,506,000

Company Selected Measure Amount | $ / shares

4.00

3.92

3.59

3.39

PEO Name

Sumit Roy

Additional 402(v) Disclosure

The following table sets forth information concerning the compensation of our NEOs for each of the fiscal years ended December 31, 2020, 2021, 2022 and 2023, and our financial performance for each such fiscal year:

The line graph below compares (i) the compensation actually paid to our PEO and the average of the compensation actually paid to our remaining NEOs, with (ii) our cumulative TSR, (iii) the cumulative TSR of the MSCI U.S. REIT Index, (iv) our net income, and (v) AFFO per share, in each case, for the fiscal years ended December 31, 2020, 2021, 2022 and 2023. TSR amounts reported in the graph assume an initial fixed investment of $100 and that all dividends were reinvested.

We believe the following performance measures represent the most important financial performance measures used by us to link compensation actually paid to our NEOs for the fiscal year ended December 31, 2023:

For additional information about how each of these measures has been incorporated into our 2023 compensation program, please see “Compensation Discussion and Analysis - 2023 STIP Performance Goals” on page 48 above.

Adjustment To Compensation Amount, Weighted Average Volatility Rate, Minimum, Percentage

20.00%

18.00%

45.00%

Adjustment To Compensation Amount, Weighted Average Volatility Rate, Maximum, Percentage

21.00%

22.00%

45.00%

61.00%

Adjustment To Compensation Amount, Risk Free Interest Rate, Minimum, Percentage

4.20%

4.40%

0.40%

Adjustment To Compensation Amount, Risk Free Interest Rate, Maximum, Percentage

4.50%

4.70%

0.70%

Adjustment To Compensation Amount, Risk Free Interest Rate, Percentage

0.10%

Measure:: 1

Pay vs Performance Disclosure

Name

•AFFO per share

Non-GAAP Measure Description

AFFO per share, a non-GAAP financial measure, provides useful information to investors because it is a widely accepted industry measure of the operating performance of REITs that is used by industry analysts and investors who look at and compare those companies. It provides an additional measure to compare the operating performance of REITs without having to account for differing depreciation assumptions and other unique revenue and expense items, which we believe are not pertinent to measuring a particular company’s on-going operating performance. The most appropriate GAAP performance metric to which AFFO should be reconciled is net income available to common stockholders per share. For a reconciliation of AFFO per share to net income available to common stockholders per share, see Appendix A on page 94 of this Proxy Statement.

Measure:: 2

Pay vs Performance Disclosure

Name

•TSR ranking relative to MSCI REIT Index

Measure:: 3

Pay vs Performance Disclosure

Name

•Net Debt-to-Pro Forma Adjusted EBITDAre

Measure:: 4

Pay vs Performance Disclosure

Name

•Fixed charge coverage ratio