Invesco Real Estate Income Trust Announces Key Board Decisions Ahead of 2024 Annual Meeting

Stockholders to vote on board nominations and the ratification of PricewaterhouseCoopers LLP as auditor.

September 16, 2024

Overview of the 2024 Annual Meeting:

Invesco Real Estate Income Trust Inc. has outlined the details for its upcoming 2024 Annual Meeting of Stockholders, set for November 7, 2024, in Dallas, Texas. The meeting will address two key business items: the election of the board of directors and the ratification of PricewaterhouseCoopers LLP as the company’s independent auditor for the fiscal year ending December 31, 2024.

Stockholders eligible to vote as of September 10, 2024, are encouraged to participate in the meeting by proxy. Proxies can be authorized through the Internet, by telephone, or via mail, with voting instructions provided in the Notice of Internet Availability of Proxy Materials.

The board of directors has proposed two important items for stockholder voting:

The board seeks the election of seven directors, each to serve until the annual meeting of 2025. The nominees comprise both current executives and independent directors who bring significant experience in finance, real estate, and management to their roles.

The board also requests the ratification of PricewaterhouseCoopers LLP as the company’s independent registered public accounting firm. The board recommends a “for” vote on both proposals.

Invesco underscores its commitment to robust corporate governance and transparency. Several governance policies and practices have been outlined, emphasizing the company’s dedication to balanced oversight, accountability, and risk management.

• Independence: Four of the seven current directors are independent, ensuring a diverse perspective in board decisions.


• Lead Independent Director: A lead independent director acts as a bridge between the board chair and the independent directors.


• Board Refreshment: Policies are in place to ensure board diversity and renewal, including an age limit for director elections.


• Risk Management: The board maintains primary responsibility for risk management oversight, actively participating in identifying and mitigating company risks.

Other policies cover board practices, insider trading restrictions, and a commitment to ensuring all directors maintain accountability.

About the Director Nominees

The seven director nominees represent a mix of seasoned executives and independent leaders, offering varied expertise in real estate, finance, corporate governance, and more. Their combined backgrounds contribute to the company's strategic direction and oversight capabilities.

• R. Scott Dennis: As Chair of the Board, President, and CEO since 2019, Mr. Dennis has more than 30 years of experience at Invesco Real Estate, offering strategic leadership and in-depth industry knowledge.


• James H. Forson: An independent director since 2019, Mr. Forson brings significant financial expertise, holding various roles in finance and accounting over his career.


• R. David Kelly: Mr. Kelly, the lead independent director, has over 35 years of experience in finance and real estate, adding value through his work in both public and private company governance.


• Paul S. Michaels: With more than 40 years in real estate, Mr. Michaels has played pivotal roles in Invesco Real Estate’s investment strategy and operations throughout his tenure.


• J. Ray Nixon: Serving as an independent director, Mr. Nixon’s 40-year career in investment management and experience overseeing substantial portfolios provide a strong financial perspective.


• Paul E. Rowsey: Mr. Rowsey, an independent director since 2019, has extensive experience in real estate investment and development, alongside legal and board governance expertise.


• Beth A. Zayicek: Ms. Zayicek, Chief Operating Officer and director, has held key management roles in Invesco Real Estate since 2008 and brings robust expertise in real estate investment and strategy.

The board believes that these nominees possess the necessary experience and vision to continue supporting the company’s growth and governance practices effectively.