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INDEPENDENCE REALTY TRUST, INC.

For the period ended Mar 10, 2025. Filed Mar 21, 2025.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Mar 10, 2025 · Filed Mar 21, 2025

IRT$15.00-2.1%Stored close · as of Nov 6, 2026
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Contents

Elements & Objectives of Our Compensation Program

We seek to attract and retain key executives, including the Named Executive Officers, by motivating them to achieve a high level of performance and rewarding them for that performance.

2024 Element of Pay(% of average Named Executive Officer target pay)ObjectiveKey Performance Metrics/Details (1)
Base Salary▪ Annual fixed cash compensation meant to attract and retain executives by balancing at-risk compensation▪ Not intended to compensate individuals for extraordinary performance or for above-average performance by IRTReviewed annually by the Compensation Committee with reference to the peer group as well as level of experience, job performance, and long-term tenure and potential
Annual Cash Bonus Award▪ Annual cash compensation linked to objective and quantitative annual business results and subjective individual performance as assessed by the committeeObjective Performance Criteria (75%)▪ CFFO per share (40%)▪ Same-Store NOI Growth (20%)▪ Operating Margin (15%)▪ G&A % of Revenue (15%)▪ Net-Debt-to-Adjusted EBITDA (10%)Individual Performance Criteria (25%)▪ Based on several factors (see page 46 for detail)
Equity-Based Awards▪ Performance-based long-term equity intended to encourage value creation directly aligned with the stockholder experience▪ Time-based long-term equity intended to recruit and retain employees while aligning with the stockholder experiencePerformance-Based Equity (75%)▪ 70% relative 3-year total stockholder return ("TSR") and 30% Committee DiscretionTime-Based Equity (25%)▪ 25% vests per year, subject to accelerated vesting for certain termination events

(1)See "Appendix A — Reconciliation of Non-GAAP Financial Measures to GAAP Measures."

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.