AMERICOLD REALTY TRUST

1.1 Performance-Based Compensation. The Committee, in its sole discretion, may designate any Award as Performance-Based Compensation upon grant.

1.2 Performance Measures. The performance goals upon which the grant, payment or vesting of an Award that is intended to qualify as Performance-Based Compensation are conditioned must be based on one or more of the following Performance Measures:

(a)Total shareholder return (on an absolute and/or relative basis measured against comparable peers or a real estate index),

(b)Net operating income,

(c)Funds from operations or adjusted funds from operations,

(d)Funds available for distribution,

(e)Dividends or funds available for distribution payment,

(f)Returns on assets, returns on investment, returns on capital or returns on equity,

(g)Operating expenses/costs,

(h)Cash flow (including, but not limited to, operating cash flow, free cash flow, cash flow return on equity, and cash flow return on investment),

(i)Earnings per share,

(j)Earnings before or after either, or any combination of, interest, taxes, depreciation, or amortization,

(k)Economic value added (net operating profit after tax minus the sum of capital multiplied by the cost of capital) or economic value created,

(l)Gross or net earnings or income,

(m)Gross or net operating margins,

(n)Gross or net operating profits,

(o)Gross or net sales or revenues,

(p)Market share,

(q)Net earnings or net income (before or after taxes),

(r)Operating efficiency and/or property operating expense savings,

(s)Productivity ratios and measures,

(t)Customer satisfaction survey results,

(u)Strategic business objectives (including objective project milestones),

(v)Personal professional objectives (including implementation of policies and plans, negotiations or completions of transactions, and development of long-term business goals)

(w)Successful negotiation or renewal of contracts with new or existing customers,

(x)Transactions relating to acquisitions or divestitures, or

(y)Operating portfolio metrics including leasing and tenant retention.

Any Performance Measure(s) may, as the Committee, in its sole discretion deems appropriate, (i) relate to the performance of the Company or any Subsidiary as a whole or any business unit, division or segment of the Company or any Subsidiary or any combination thereof, (ii) be compared to the performance of a group of comparator companies, or published or special index, (iii) be based on change in the Performance Measure over a specified period of time and such change may be measured based on an arithmetic change over the specified period (e.g., cumulative change or average change), or percentage change over the specified period (e.g., cumulative percentage change, average percentage change or compounded percentage change), (iv) relate to or be compared to one or more other Performance Measures, or (v) any combination of the foregoing. The Committee also has the authority to provide for accelerated vesting of any Award based on the achievement of performance goals pursuant to the Performance Measures specified in this Section 15.

Performance goals shall be established by the Committee as set forth in this Section 15, and may be set forth in the applicable Award Agreement. With regard to a particular Performance Period, the Committee, in its sole discretion, shall, within the first 90 days of a Performance Period, determine the length of the Performance Period (provided any such Performance Period shall be not less than one fiscal quarter in duration), the type(s) of Performance-Based Compensation Awards to be issued, and the Performance Measures that will be used to establish the performance goals. Following the completion of a Performance Period, the Committee shall review and certify in writing whether, and to what extent, the performance goals for the Performance Period have been achieved and, if so, calculate and certify in writing the amount of the Performance-Based Compensation Awards earned for the period.

1.3 Evaluation of Performance. The Committee may provide in any Award intended to qualify as Performance-Based Compensation that any evaluation of performance may, among other things, include or exclude the impact, if any, on reported financial results of any of the following events that occurs during a Performance Period: (a) asset write-downs, (b) litigation, claims, judgments or settlements, (c) changes in tax laws, accounting principles or other laws or provisions, (d) reorganization or restructuring programs, (e) acquisitions or divestitures, (f) foreign exchange gains and losses or (g) gains and losses that are treated as unusual in nature or infrequent in their occurrence and which are disclosed in management’s discussion and analysis of financial condition and results of operations appearing in the Company’s annual report to shareholders. Notwithstanding any other provision of the Plan, payment or vesting of any such Award that is intended to qualify as Performance-Based Compensation shall not be made until the Committee certifies in writing that the applicable performance goals and any other material terms of such Award were in fact satisfied, except as otherwise provided in Section 15.3.

1.4 Adjustment of Performance-Based Compensation. The Committee shall have no discretion to increase the amount payable pursuant to Awards that are intended to qualify as Performance-Based Compensation beyond the amount that would otherwise be payable upon attainment of the applicable performance goal(s). The Committee may not waive the achievement of the applicable performance goals, except in the case of the Participant’s death or disability or a Change in Control. The Committee shall, however, retain the discretion to decrease the amount payable pursuant to such Awards below the amount that would otherwise be payable upon attainment of the applicable performance goal(s), either on a formula or discretionary basis or any combination, as the Committee determines, in its sole discretion.