Terreno Realty Corp

Our bylaws currently provide that in order for a stockholder to nominate a candidate for election as a director at an annual meeting of stockholders or propose business for consideration at such meeting, written notice accompanied by the information and other materials specified in our bylaws generally must be delivered to our corporate secretary not later than the close of business on the 120th day, and not earlier than the 150th day, prior to the first anniversary of the date of the notice for the preceding year’s annual meeting. Accordingly, a stockholder nomination or proposal intended to be considered at the 2026 annual meeting of stockholders, but not included in our proxy statement, generally must be received by our corporate secretary after October 22, 2025 and prior to 5:00 p.m., Eastern Time, the close of business, on November 21, 2025. If the 2026 annual meeting of stockholders is scheduled to take place before April 6, 2026 or after June 5, 2026, then notice must be delivered no earlier than the 150th day prior to the 2026 annual meeting of stockholders and not later than the close of business on the later of the 120th day prior to the 2026 annual meeting of stockholders or the tenth day following the day on which public announcement of the date of the 2026 annual meeting of stockholders is first made by the Company. If the number of directors to be elected at the 2026 annual meeting of stockholders is increased, and there is no public announcement of such increase before November 11, 2025, then notice of nominees for any new positions created by such increase must be delivered not later than 5:00 p.m., Eastern Time, the close of business, on the later of November 11, 2025 and the tenth day after the day on which public announcement of such increase is first made by the Company.

The date by which we must receive stockholder proposals for inclusion in the proxy materials relating to the 2026 annual meeting of stockholders, or for presentation at such meeting, is November 21, 2025. Stockholder proposals must comply with all of the applicable requirements set forth in the rules and regulations of the SEC, including Rule 14a-8. Additionally, the notice of a nomination must also set forth the information required by Rule 14a-19 under the Exchange Act. Our board of directors will review any stockholder proposals that are timely submitted and will determine whether such proposals meet the criteria for inclusion in the proxy solicitation materials or for consideration at the 2025 annual meeting.

Stockholder proposals or nominations and other materials required by our bylaws or the Exchange Act should be mailed to the attention of our corporate secretary, and copies of the advance notification requirements may be obtained from our corporate secretary at 10500 NE 8th Street, Suite 1910, Bellevue, WA 98004. A copy of our bylaws may be obtained from our corporate secretary by written request to the same address.