Guiding Policies

I. PURPOSE

NNN REITƒ, Inc. (together with its subsidiaries, the “Company”) is committed to conducting its business with the utmost integrity, whether that business is in the United States or in other countries. It is the policy of the Company to conduct all of its operations and activities in compliance with all applicable laws and regulations in the U.S. and the other countries in which the Company conducts or may conduct business (the “Applicable Laws”), including, but not limited to, the U.S. Foreign Corrupt Practices Act (“FCPA”), the UK Bribery Act of 2010 (“Bribery Act”) and the Canadian Corruption of Foreign Public Officials Act (“CFPOA”).

As an employee, officer, or director of the Company, you are expected to make business decisions on the merits, not because someone outside the Company has done personal favors for you or has given you something valuable. Laws in many countries recognize this very basic rule, and its violation can lead to lawsuits and criminal prosecutions. These laws may prohibit gifts of modest value or small payments that are routine in a particular culture. Many things you might not think of as bribery may be illegal under anti-corruption laws. For example, treating an employee of a local governmental agency to an expensive meal in order to obtain an approval of a development entitlement or a zoning change may be viewed as a bribe.

Violations of Applicable Laws by Company employees, officers, or directors – or third parties acting on the Company’s behalf – can expose the Company and you to fines and other penalties, including imprisonment. Accordingly, the Company expects all employees, officers, and directors to comply strictly with this Policy, to avoid even the appearance of improper conduct, and to seek guidance from the Company’s Executive Vice President and General Counsel when questions arise.

II. SCOPE

This Policy applies to all employees and officers of the Company (collectively, “employees”) as well as directors of the Company (“directors”). You and the Company may also be held liable under Applicable Laws for the conduct of third parties acting on the Company’s behalf, including consultants, brokers, and business associates. Accordingly, as described in this Policy, it is imperative that you take steps to inform and monitor third parties who interact with government officials on the Company’s behalf. All words that appear in this Policy in bold are terms defined in the Appendix at the end of this Policy.

This Policy is administered under the supervision of the Company’s Executive Vice President and General Counsel.

III. PROHIBITED CONDUCT

A. BRIBES:

The Company, employees, directors, and third parties acting on the Company’s behalf, are prohibited from giving, promising to give, offering, or authorizing to give anything of value, either directly or indirectly, to a government official, if such conduct could reasonably be construed as being intended to influence any act or decision of the government official, and/or the government entity represented, in order to secure an improper advantage or to otherwise obtain or retain business for the Company. In other words, paying bribes to government officials is strictly prohibited.

B. FACILITATION PAYMENTS:

The Company, employees, directors, and third parties acting on the Company’s behalf, are prohibited from making facilitation payments to government officials under all circumstances.

C. USE OF THIRD PARTIES:

Employees and directors are not permitted to use others, acting on the Company’s behalf, to provide prohibited things of value to government officials. Prohibited payments include any payments, or anything of value, indirectly provided by a third party on the Company’s behalf. The Company and its employees and directors shall not make, offer to make, or authorize payment to a third party (e.g. broker, business associate, consultant or any intermediary) with reason to know or suspect that all or part of the payment will be offered or given to a government official to secure an improper advantage or to obtain or retain business.

There is zero tolerance for violations of the Applicable Laws and this Policy. Employees who commit any such violation will face disciplinary action, up to and including termination of employment. Employees who violate Applicable Laws in the countries in which they do business may face criminal charges, which could lead to sentences of imprisonment, and substantial civil and criminal fines.

IV. SPECIFIC GUIDELINES ON GIVING TO GOVERNMENT OFFICIALS

When considering providing government officials with gifts or entertainment or making travel expenditures on their behalf, you should ask yourself the following questions:

• Could the intent of the gift, entertainment, or travel expenditures be viewed as attempting to influence objectivity?
• Would the gift, entertainment, or travel expenditures be considered unique or lavish?
• Would it be embarrassing if the gift, entertainment, or travel expenditures were publicized within the Company or in the media?
• Is the gift more valuable than a memento?
• Is the gift cash or a cash equivalent or something inappropriate for a business to provide?
• Is the gift-giving occurring on a frequent basis?
• Has the government official requested the gift, entertainment, or travel expenditure, or directed that it be provided to someone they know?

If you answer “yes” to any of these questions, the proposed giving raises concerns that must be addressed. All employees and directors must adhere to the following specific guidelines to help ensure compliance with Applicable Laws. Except as provided below, all employees and directors must consult with and receive advance approval from the Company’s Executive Vice President and General Counsel before offering or providing government officials with gifts, entertainment, or contributions or paying for their travel expenditures.

A. GIFTS TO GOVERNMENT OFFICIALS:

1. Before a gift may be provided to a government official, written approval from the Company’s Executive Vice President and General Counsel must be obtained.
2. For guidance, a gift will generally be approved if all of the following conditions are satisfied: (i) the value of the gift is less than $100; (ii) the gift is imprinted with the Company’s logo; (iii) the gift is given infrequently; and (iv) the gift does not violate local law, the Company’s Code of Ethics and Business Conduct, or other Company policy.
3. Other proposed gifts may be approved as well but the approval will depend on the particular facts and circumstances relating to the proposed gift.

B. ENTERTAINMENT AND TRAVEL EXPENDITURES FOR GOVERNMENT OFFICIALS:

1. In general, the Company does not provide entertainment or travel expenditures for government officials.
2. Accordingly, if an employee or director seeks to provide entertainment to government officials or make travel expenditures on behalf of government officials, the employee or director must obtain advance written approval from the Company’s Executive Vice President and General Counsel.

C. CHARITABLE AND POLITICAL CONTRIBUTIONS TO ENTITIES OUTSIDE THE U.S.:

1. No contributions may be made by, for, or on behalf of the Company, to any non-U.S. recipient without the advance written approval of the Company’s Executive Vice President and General Counsel. An employee or director seeking approval for a Contribution must provide the Company’s Executive Vice President and General Counsel all relevant information regarding the proposed contribution, including disclosing whether there is any potential conflict of interest in making the contribution.
2. When the Company’s Executive Vice President and General Counsel considers whether a contribution is appropriate, the following requirements will be taken into account:

• Contributions should never be in cash or paid to the personal account of a named individual but only directly (i.e., not through third parties) to the account of the recipient entity to which the contribution shall be made;
• Payments made to the recipient entity through third parties are generally not permitted and will require clear and appropriate justification for review by the Company’s Executive Vice President and General Counsel;
• Contributions shall not be tied, or give the appearance of being tied, to the execution of a business transaction or governmental action;
• Contributions must be documented in writing and the Company must receive a receipt or other documentation from the recipient entity reflecting the contribution;
• If a contribution from the Company is requested by an employee or director in relation to a charitable event, a representative of the Company must be directly participating in the event, unless advance written approval is given by the Company’s Executive Vice President and General Counsel;
• This Policy does not apply to contributions within the United States or to an employee’s or director’s personal charitable donations or political contributions.

V. THIRD PARTY RISKS AND DUE DILIGENCE REQUIREMENTS

As described above, the Company and its employees and directors can be held liable for the actions of third parties who interact with government officials on the Company’s behalf. Third parties include consultants, brokers, developers, marketing firms, law firms, and any other intermediaries who interact with government officials on behalf of the Company.

Employees and directors should pay particular attention to warning signs or “red flags” of increased corruption risk when dealing with third parties who act on the Company’s behalf. These include the following:

• The third party conducts business in a country that has a reputation for corruption;
• The third party provides inadequate documentation to support its work or refuses to provide documentation of its work;
• The third party requests that the transaction be recorded inaccurately or not at all in the Company’s books and records;
• The third party requests payments in cash or “off the books;”
• There is a sudden and significant increase in the amount of fees or commissions the third party charges for services provided to the Company;
• The third party requests that payments from the Company be sent to an unidentified party acting on the third party’s behalf;
• The third party requests lump sum payments for services or “success” fees; and,
• The third party has a personal or business relationship with a government official with whom the third party is interacting on behalf of the Company.

To mitigate against these risks, the Company shall observe the following requirements when using, hiring, or retaining such third parties to interact with government officials:

A. DUE DILIGENCE IN HIRING THIRD PARTIES:

The Company will hire only qualified, reputable third parties to act on its behalf with government officials after they have passed the Company’s due diligence and approval procedures. The Company may require third parties to adhere to this Policy and/or agree to contractual requirements to ensure their compliance with Applicable Laws.

B. DUE DILIGENCE IN MONITORING THIRD PARTY PERFORMANCE:

The Company will monitor its third party relationships according to the risk they present, if any, to ensure compliance with all Applicable Laws.

VI. UNDERSTANDING COMMERCIAL BRIBERY RISKS

Gifts and entertainment are appropriate when they are intended to promote successful working relationships and goodwill with persons or companies with which the Company maintains or may establish a business relationship. Employees and directors should use good judgment and decline to provide or accept anything of value if it is, or could appear to be, lavish, excessive, frequent, or create a conflict of interest or the appearance of a conflict of interest. The following conduct is prohibited:

• Employees and directors may not directly or indirectly give, offer, or promise money or anything of value to any representative or employee of a private commercial entity in order to obtain improper benefit for the Company or to bring about or reward improper performance by the recipient. In other words, paying bribes to employees of private, commercial entitles while conducting business for the Company is strictly prohibited; and,
• Employees and directors may not directly or indirectly solicit or accept money or anything of value from any representative or employee of a private commercial entity that does business with the Company or seeks to do business with the Company in return for improper benefit or improper performance. In other words, accepting bribes from employees of private commercial entities while conducting business for the Company is strictly prohibited.

If you are in doubt as to whether giving or accepting anything of value under this Section VI is permitted, you must consult the Company’s Executive Vice President and General Counsel.

VII. FINANCIAL AND ACCOUNTING CONTROLS

The Company requires that all books, records, and accounts be kept in reasonable detail to accurately, fairly, and transparently reflect all transactions and dispositions of assets. Adequate internal controls must be maintained to provide reasonable assurance that management is aware of, and directing, all transactions ethically and in compliance with Company policies. False, misleading, incomplete, inaccurate, or artificial entries in the Company’s books and records are strictly prohibited. As a publicly-traded company, the Company also has an obligation under the FCPA to record transactions involving government officials accurately and transparently in the Company’s books and records.

Employees and directors must adhere to the following specific rules at all times:

• All accounting records, expenditures, expense reports, invoices, vouchers, gifts, business entertainment, travel expenditures, and any other business records must be accurately and reliably reported and recorded in accordance with generally accepted accounting principles and must accurately and fairly reflect the transactions and the disposition of the Company’s assets.
• No payment may be made with the intent that the payment be for any purpose other than that described by the documents supporting the payments.
• No false, artificial, or misleading entries may be made in the books and records of the Company for any reason. This also includes omitting, falsifying, or disguising entries; otherwise creating misleading or incomplete entries in any of the Company’s books, records or accounts; or approving or inducing such acts or entries in any books, records or accounts of any third parties with whom the Company conducts business.
• Payments by or on behalf of the Company may be made only upon appropriate authorization and with appropriate supporting documentation.
• No undisclosed or unrecorded funds or assets (e.g., “off-the-books” accounts) may be established or maintained for any purpose.
• Personal funds must not be used to accomplish what is otherwise prohibited by this Policy.

VIII. REPORTING POTENTIAL VIOLATIONS / QUESTIONS REGARDING POLICY

Employees and directors have an obligation to seek guidance when they have questions under this Policy, as well as an obligation to report suspected violations of misconduct under this Policy. Reports must be made promptly and we encourage you to make them to supervisors in the first instance. However, if for any reason you prefer or feel that it is more appropriate to report directly to the Company’s Executive Vice President and General Counsel, you may do so confidentially in person, by email or telephone.

The Company has a strict policy against retaliation. Employees and directors will suffer no retribution for speaking up and reporting potential violations of this Policy. Employees have the right to report to or cooperate with any governmental, regulatory or self-regulatory agency with jurisdiction over the Company or its assets, and to make disclosures that are protected under provisions of applicable law or regulation, and nothing in this Policy precludes them from making these reports or disclosures.

APPENDIX: DEFINITIONS
Term – Definition

Anything of value – “Anything of value” includes, but is not limited to, cash or cash equivalents, gifts or gift certificates, gratuities, goods, services, employment offers, loans, discounts, entertainment or tickets to events, meals or drinks, travel or lodging, political contributions, training, charitable donations, use of corporate assets (such as club memberships, hotel rooms, apartments or condos), subsidies, per diem payments, personal favors, hiring someone‘s friend or relative, sponsorships, honoraria or provision of any other asset that is valuable to the giver or the receiver, even if of modest value

Bribe – A “bribe” can be in the form of cash, cash equivalents (like gift cards), gifts or gratuities, entertainment, travel expenses, forgiveness of a debt, rebates, excessive commissions, kickbacks, allowances, political or charitable contributions, jobs, sponsorship, lobbying, or anything else of value.

Contributions – Charitable or political
contributions, donations, or sponsorships, whether cash or “in kind”.

Entertainment – “Entertainment” includes activities such as meals and tickets to cultural and sporting events. If employees or directors do not attend the meals or events with the recipient, the event is not considered entertainment but rather a gift.

Facilitation Payments – “Facilitation payments,” otherwise known as “grease payments,” are payments to government officials, involving a small amount of money, made to secure or expedite the performance of routine action that the government official ordinarily and commonly performs and to which the payer is entitled. Examples of facilitation payments include payments to government officials to secure or expedite the following: (1) obtaining permits and licenses; (2) processing governmental papers, such as visas and work orders; (3) scheduling inspections associated with contract performance or compliance with regulations; (4) providing general utilities, such as phone service, power and water supply; (5) obtaining customs clearance; and (6) receiving payment of a debt that is owed.

Gift – A “gift” may include but is not limited to beverages, packaged food, promotional items, recreation (including golf course and tennis court fees), and tickets to cultural and sporting events that are not attended by an employee or director.

Government Entity – The term “government entity” refers to any local, state, or federal government agency, political party, public international organization (e.g., World Bank, World Health Organization, United Nations, and the International Monetary Fund), or any instrumentality of the government, including any entities owned or controlled in whole or part by a government, such as government-owned or controlled hospitals and assisted living facilities.

Government Official – The term “government official” is very broad, and includes the following:

• any officer or employee of a government, or any department, agency, or instrumentality of a government, regardless of rank or seniority, including elected officials;
• any private person acting in an official capacity, even temporarily, for or on behalf of a government or any department, agency, or instrumentality of a government (such as a consultant retained by a government entity);
• any officer or employee of a company or business owned in whole or in part by a government (a state-owned enterprise);
• any officer or employee of a public international organization such as the World Bank, the United Nations, or the Red Cross;
• candidates for political office at any level; and,
• any officer or employee of a political party, or any person acting in an official capacity on behalf of a political party.

Travel Expenditures – “Travel Expenditures” refers to the payment or reimbursement of airline and train tickets, rental cars, gas, lodging, meals during the time of travel and any other expenses incurred during the time of travel.

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1. Introduction

NNN REIT, Inc. (“NNN” or the “Company”) is focused on achieving success for our stockholders, providing a world class working environment for our associates, enriching our community and preserving environmental resources. We operate our business in accordance with the highest ethical standards and strive to have class-leading corporate governance standards. Holding ourselves to such standards is critical to the long-term success of our stockholders, associates, and community

This Corporate Sustainability Policy (this “Policy”) outlines NNN’s continued efforts towards developing and expanding disclosure of Company policies and actions concerning environmental, social and governance issues.

2. Environmental Responsibility

Environmental Practices and Impact

As an owner of a large number of properties throughout the United States it is important to the Company to be a good steward of the environment which NNN demonstrates in a variety of ways both at our headquarters and at our properties across the country.

NNN Headquarters

Our headquarters is located in a building that meets the Environmental Protection Agency’s (“EPA”) strict energy performance standards to achieve ENERGY STAR® certification. As stated by the EPA, on average, ENERGY STAR certified buildings use 35% less energy and generate 35% fewer greenhouse gas emissions than typical buildings. In order to receive this designation, the following criteria must be met:

• Utilization of energy efficient LED lighting.
• Use of environmentally friendly cleaning products. The products must meet the Green Seal certification standards
• Variable frequency drives and more energy efficient motors are purchased and installed in all cooling tower units.
• Mandatory shut down of all lighting and HVAC systems daily.
• The building utilizes a bulb crusher for all lamps which contains a dust removal system that exceeds HEPA standards by removing 99.99% of particles for the building fluorescents.
• To minimize generation of waste and release of pollutants, the building requires all paint to be low VOC.
• Storm water retention is managed through water runoff from roofs and paved areas and are routed to various underground drainage basins. All water runoff is naturally filtered and returned to the aquifer.
• Green-friendly native and drought-tolerant plants are used in landscaping to minimize watering needs.

Furthermore, NNN encourages a culture of environmental preservation and efficient usage of environmental resources throughout the Company by supporting the following green initiatives:

• Associates are provided with a pre-tax payroll deduction for the use of the commuter rail system to limit the number of automobile trips and reduce our carbon footprint.
• Single-stream recycling is implemented at our headquarters.
• We purchase ENERGY STAR certified desktop and laptop computers, monitors and printers.
• We use ENERGY STAR power management settings on our computers and monitors.
• We recycle old computer equipment, printers and any other electronic items.
• We dispose of all ink cartridges utilizing the manufacturer’s recycling program.
• Our document destruction program partner recycles all shredded materials (resulting in 20,800 pounds
• diverted from landfills and equivalent to saving roughly 200 trees).
• All associates are encouraged to use reusable personal containers and we have installed water machines to limit the use of plastic cups and bottles.

NNN’s headquarters is located where our associates can reduce their carbon footprint by using the following green transportation programs: (i) electric charging stations and designated parking spaces for hybrid vehicles, (ii) bicycle storage lockers as well as bike racks, (iii) electric commuter bike and scooter rental stations, and (iv) free commuter bus for travel throughout downtown Orlando.

NNN Portfolio of Properties

The properties in NNN’s portfolio are generally leased to our tenants under long-term triple net leases with typical lease terms of 30 to 40 years including base and option terms which gives our tenants exclusive control over the ability to institute energy conservation and environmental management programs at our properties. The majority of our tenants are large companies with sophisticated conservation and sustainability programs designed to conserve environmental resources and limit the impact of the use of our properties on the environment, through, among other initiatives, the implementation of green building and lighting standards, emissions reduction programs and recycling programs. Our leases generally require the tenants to fully comply with all environmental laws, rules and regulations, including any remediation requirements. Our risk management associates actively monitor any environmental conditions on our properties to make sure that the tenants are meeting their obligations to remediate and/or mitigate any open environmental matters. Our property acquisition process includes obtaining an environmental assessment from a licensed environmental consultant to understand any environmental risks and liabilities associated with a property and to ensure that the tenant will address any environmental issues. Furthermore, we maintain a portfolio environmental insurance policy that covers substantially all of our properties for certain environmental risks.

When possible under our triple-net leases, we engage with our tenants to promote environmental best practices on our properties, including discussions regarding the following: (i) environmental sustainability and recycling requirements, (ii) energy efficiency requirements, including ENERGY STAR requirements, and EPA Water Sense program requirements, (iii) environmental conservation and green building requirements, in accordance with industry best practices, and (iv) energy usage reporting requirements. Furthermore, our form leases contain “green lease clauses” which we encourage tenants to accept during negotiations to require the tenants to report energy usage and emissions. With the updates discussed above along with others that have been made to the Company’s form leases, the Company was awarded Green Lease Leader silver recognition. We also have over 300 tenants who are currently required to send the Company sustainability data and we anticipate this number increasing as we continue to utilize the updated form lease.

Climate Risk Preparedness

NNN regularly monitors the status of impending natural disasters and the impact of such disasters on our properties. In the substantial majority of leases our tenants are required to carry full replacement cost coverage on all improvements located on our properties. For those properties located in a nationally designated flood zone, we typically require our tenants to carry flood insurance pursuant to the federal flood insurance program. For those properties located in an area of high earthquake risk, we strongly encourage, and in some cases require that our tenants carry earthquake insurance above what is generally covered in an extended coverage policy. In addition, we also carry a contingent extended coverage policy on all our properties which also provides coverage for certain casualty events, including fire and windstorm. In cases where our tenants do not provide coverage, or if a property is vacant, the Company carries the necessary direct insurance coverage.

3. Social Responsibility

NNN prohibits the use of all forms of forced labor, including, but not limited to prison labor, indentured labor, bonded labor, military labor, modern forms of slavery and any form of human trafficking. We also minimize risks by committing to work with well-established suppliers in our supply chain. We have a no tolerance policy for associates, suppliers and vendors in violation of our company standards regarding slavery and human trafficking and anyone in violation of those standards is subject to termination.

NNN is committed to being a best-in-class employer for our associates, with a work environment that cultivates our associates and helps them grow and reach their potential not only in their chosen professions, but also in their personal lives.

Human Capital Development

NNN employs approximately 82 associates. Our success is dependent upon the dedication and hard work of our talented associates. Our associates are true experts in their fields. We encourage continued professional and personal development of all associates by providing hundreds of hours of in-person and online training opportunities that touch all aspects of our business. We also have associate mentoring and training programs and formalized talent development programs at all levels of the Company. The success of our commitment to our associates is shown in the long tenure of our associates. Our executive team, our department heads, and our senior managers average over 19 years of experience with the Company. In addition, 46% of our associates have been with the Company for 10 years or longer. The institutional knowledge and long tenure of our associates is a true competitive advantage of the Company. In addition, the Company’s gender composition is 58% female and 42% male. We have adopted a Human Capital Policy which is available on our website at http://www.nnnreit.com. The Company is one of only 13 REITs included in the 2023 Bloomberg Gender-Equality Index (GEI), a reference index that tracks the financial performance of public companies committed to disclosing their efforts to support gender equality through policy development, representation and transparency.

Total Rewards, Benefits & Work-Life Balance

The Company also focuses on additional benefits for our associates in an effort to make sure our associates are not only well compensated but also engaged, developed and satisfied with their work-life balance. There are six key elements to our total rewards system: Compensation, Benefits, Wellness, Work-Life Balance, Professional Development and Recognition. Our programs include but are not limited to a 401(k) plan with a company match, flexible work schedules, college saving plans, educational assistance program, adoption benefits, flexible spending and health saving accounts, health and wellness events, and access to a state-of-the-art online wellness platform. We actively monitor employee engagement and we conducted several anonymous associate engagement surveys in 2021, 2022 and 2023. We have taken a variety of actions and made a variety of initiatives based on the results of such surveys, including but not limited to, an expanded remote work policy, expanded associate recognition programs and other health and wellness programs. We intend to conduct additional anonymous associate engagement surveys in the future. The Orlando Business Journal included the Company among the 79 companies in Central Florida named to its list of “2023 Best Places to Work”. The Company was chosen for maintaining engaging work environments, offering great benefits, perks and career development opportunities.

Community Service and Partnerships

NNN cares about the communities in which we live and work. We stand behind our commitment to improving education, strengthening neighborhoods, and encouraging volunteer service. We actively promote volunteering by our associates. We organize and sponsor specific volunteer days throughout the year at various charities, including Ronald McDonald House of Central Florida. Associates are encouraged to volunteer on work days during work hours for these events. In addition to our donation of time, we also are a meaningful financial investor in numerous charities in the Central Florida community, including the Boys & Girls Clubs of Central Florida and Elevate Orlando (a teacher mentor program for high risk urban youth that helps young women and men graduate high school with a plan for the future).

4. Governance Practices

Corporate Governance

NNN is currently managed by a nine-member Board of Directors made up of seven independent directors and two internal directors. The Board has adopted a set of corporate governance guidelines, which, along with the written charters for the Board committees, provide the framework for the Board’s governance of NNN. Our corporate governance guidelines are available on our website at http:// www.nnnreit.com. Our Board, led by a non-executive Chairperson, meets regularly with NNN’s executive leadership team to stay fully informed and have the opportunity to understand and debate material issues and to fulfill their oversight responsibilities regarding NNN’s performance.

NNN annually reviews its policies to make sure we effectively manage risks. The Board and management  continually stress the importance of, and emphasize operating in accordance with, best-in-class corporate governance standards. Our executive management team is responsible for managing the day-to-day risks associated with our business. The Board of Directors, however, provides oversight of our affairs for the benefit of our stockholders, and among its primary responsibilities is overseeing management’s competent and ethical operation of NNN. Implicit in these duties is risk oversight, the primary responsibility of which has been delegated to the Board’s Audit Committee. Among the significant risks that we oversee are operational risk, legal, and regulatory compliance risk, often related to climate change and related regulations. The Audit Committee reviews significant risks and discusses guidelines and policies to minimize such risks with management annually, or more frequently, as the Audit Committee and the Compensation Committee separately consider risks within their areas of responsibility.

5. Accountability and Reporting

NNN is committed to reporting corporate responsibility performance regularly to stakeholders and shareholders. This includes:

• Regular Corporate Sustainability Reports that detail our performance in key metrics;
• Engaging with stakeholders on matters including materiality and  metrics;
• Reporting the use of frameworks that are recognized as best practices when possible (i.e. GRI and SASB).

6. Review and Updates

This Policy will be reviewed periodically to ensure it remains aligned with our values and business practices. We will adapt and enhance our approach as necessary to address emerging issues and stakeholder expectations.

By adopting this Policy, NNN is committed to creating long-term value for all of our stakeholders, safeguarding the environment, and contributing positively to the communities in which we operate.
 
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All associates may receive confidential professional assistance in resolving personal, financial, legal work related, and family matters.  This service is provided at no charge, and is available to associates 24 hours a day, 7 days a week and may be used by any member of the associate’s household.  This assistance is currently offered through Cigna HealthCare.

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It is the policy of NNN to grant Equal Employment Opportunities to all qualified persons without regard to race, color, sex, religion, creed, age, national origin, ancestry, citizenship status, marital status, physical or mental disability, sexual orientation, veteran’s status, genetic information, or any other conditions or identifications against which discrimination is prohibited by applicable federal, state, or local laws.  We provide equal opportunities in employment, training, promotions, wages, benefits and all other privileges, terms and conditions of employment.

We will endeavor to make a reasonable accommodation to the known physical or mental limitations of qualified employees with disabilities unless the accommodation would impose an undue hardship on the operation of our business.  Additionally, we respect the sincerely held religious beliefs and practices of all employees and will endeavor to make a reasonable accommodation if those sincerely held religious beliefs or practices conflict with an employee’s job unless the accommodation would impose an undue hardship on the operation of our business.

Employees with questions or concerns about equal employment opportunities in the workplace are encouraged to bring these issues to the attention of Human Resources.  We will not allow any form of retaliation against employees who raise issues of equal employment opportunity in good faith.  To ensure our workplace is free of artificial barriers, violation of this policy may result in disciplinary action, up to and including discharge.

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Introduction

NNN REIT, Inc. (“we” or the “Company”) is committed to corporate responsibility, operational transparency and fair and ethical business conduct, consistent with our Code of Business Conduct and related policies, which are available on the Company’s website at nnnreit.com. The development and ongoing maintenance of these policies and related programs is a Company-wide effort overseen by the Board of Directors through its Governance and Nominating Committee and management.

Our commitment to our associates and the ethical treatment of others is embedded in everything we do, and this Policy on Human Capital is an integral part of our overall commitment to corporate responsibility.

Scope and Sphere of Influence

The Company’s board, management and associates are committed to honoring the policies and principles set forth herein in our day-to-day business activities. We believe that the creation of an engaging and mutually supportive corporate culture that acknowledges and celebrates the value and contributions of all stakeholders is core to our long-term success.

The principles outlined in this Policy on Human Capital relate to and confirm key commitments and principles contained in our Code of Business Conduct and related policies which, among other things, requires all associates to abide by our policies, including this Policy on Human Capital. Our Code of Business Conduct is updated and provided to all associates annually, and associates acknowledge that they have read and understood the Code of Business Conduct.

A Culture of Mutual Respect

Support & Development of Human Capital

Our associates are the heart of our company. Without their passion, professionalism and hard work, the Company would not be what it is today, nor could it achieve its full potential. The Company’s Policy on Human Capital reflects its commitment to the dignity and rights of all people, especially our associates. It represents a critical commitment to, and investment in, the current and long-term health and well-being of our organization and its people.

Our associates’ commitment to the Company provides better service to our tenants and stakeholders, creates an inclusive and collegial working environment and generates long-term value for our shareholders and the communities we serve. The Company reciprocates with a commitment to its associates and their health, professional development and workplace satisfaction.

Core Philosophies & Policies Regarding Human Capital

In order to continue and enhance this successful relationship, the Company invests significant time and resources in supporting and developing its associates and creating a desirable workplace. Our core philosophies and policies in this regard include:

Diversity: The Company believes that employment should be based on a person’s experience, work ethic and demonstrated ability, and not personal characteristics. We are committed to maintaining a workplace free of unlawful discrimination, which includes race, gender, marital status, age, color, religion, national origin, disability, veteran status, sexual orientation, or any other characteristic or status protected by law.  Associates must not be subjected to verbal, physical, sexual or psychological abuse, harassment, and must be treated with respect and dignity.

Compensation: The Company provides compensation at competitive rates for the markets in which its associates live and work including a commitment to pay a living wage to all of our associates. These programs include opportunities to supplement base income with incentive-based cash bonuses.

Benefits: The Company provides a competitive benefits program consisting of two distinct medical plans: the high deductible health plan offering a health savings account to which the Company contributes on behalf of the associate; and, a flexible savings account for both health and dependent care options with the point of service medical plan. Additional benefits include dental and vision coverage with substantial employer funding and a wide menu of medical options, a 401(k) plan with an employer match, Flexible Spending Accounts (FSAs), employer-funded life insurance, a generous vacation, holiday and personal time off policy, an array of voluntary benefits options and other benefits for associates and their families.

Compliance: The Company is committed to compliance with all applicable wage and compensation requirements under applicable labor laws for regular work, overtime, maximum hours, and other elements of compensation and associate benefits.

Health and Safety: The Company is committed to full compliance with all applicable safety and health laws, including in the areas of occupational safety, emergency preparedness, occupational injury and illness, industrial hygiene, physically demanding work, machine safeguarding, and sanitation. We seek to minimize associate and visitor exposure to potential safety hazards by appropriately identifying, assessing and minimizing health and safety risks in all workplaces that we control.

Retention and Turnover: Recruiting, hiring, training and retaining excellent associates is a high priority for the Company. These activities carry real and substantial costs, which we regard as a meaningful investment in our workforce and the Company. We believe that associate turnover is costly both in direct and indirect ways, and we are committed to associate retention and satisfaction.

Training and Education: The Company’s culture values continuous learning, improvement and professional development. This helps our associates to keep their skills current and to adapt to new responsibilities and emerging market needs. The Company provides financial support for professional association dues and memberships, continuing education credits, and fees and travel expenses to attend relevant conferences and seminars. We encourage associates to work with their managers to identify learning opportunities that will contribute to their career goals and to the Company’s success.

Associate Engagement: We believe all associates have a vested interest in the operation of their workplace, and thus deserve a voice in developing its culture, processes and atmosphere. The Company conducts all-associate meetings, promoting inclusion and allowing associates to ask questions and provide feedback to management and each other. At times we also request written feedback and conduct written surveys of associates. These activities allows us to measure associate engagement and satisfaction and, when necessary, change procedures and implement initiatives to address recurring areas for improvement. We also periodically sponsor offsite activities, including parties, events, and volunteer service opportunities to, among other things, foster camaraderie and associate satisfaction, and to directly acknowledge the valuable contributions our associates make daily to our success.

Volunteerism and Philanthropic Support: The Company routinely contributes to charitable non-profit organizations. We also provide service opportunities, time off with pay for approved volunteer and other charitable endeavors.

Succession Planning: As a relatively small company, we recognize that the unexpected loss of key personnel could pose significant short-term risks to the Company’s health and performance. We accordingly discuss, develop and update, on a regular basis, succession plans for key personnel.

Implementation and Governance

We actively identify, monitor and address opportunities to enhance our human capital policies, programs and initiatives, consistent with our belief in the value of our associates’ contributions to our success.

No Rights Created

This Policy on Human Capital, together with our other policy statements including our Policy on Human Rights & Responsibilities, our Code of Business Conduct and any other Company policy or program in effect from time to time (all of which are incorporated herein by this reference and referred to collectively herein as the “Company Policies”) do not, in any way, constitute an employment contract, an assurance of continued employment or a guarantee of continuing Company policy. We reserve the right to amend, supplement or discontinue this Policy on Human Capital, the matters addressed herein and any or all of the other Company Policies without prior notice at any time. The Company Policies are not intended to and do not create any rights in any associate, director, tenant, customer, supplier, competitor, stockholder or any other person or entity.

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Commitment

NNN REIT, Inc.’s (“NNN”, “we” or the “Company”) core values drive our commitment to upholding and respecting all human rights as defined by the United Nations Universal Declaration on Human Rights. We respect human rights in our relationships with our associates, tenants, advisors, and suppliers, as fundamental to promoting sustainable operations.
This policy is derived from the International Labour Organization’s Declaration on Fundamental Principles and Rights at Work and applies to all of the operations of the Company and its direct and indirect subsidiaries, regardless of geographic location, and covers all of our properties. We expect our suppliers to uphold these principles and urge them to adopt similar policies within their own businesses, as confirmed by NNN’s Supplier Code of Conduct.

Diversity & Inclusion

We value and advance the diversity and inclusion of the people with whom we work. We are committed to equal opportunity in workplaces that are free from discrimination or harassment on the basis of race, sex, color, national or social origin, ethnicity, religion, age, disability, sexual orientation, political opinion, or any other status protected by applicable law. Recruitment, hiring, placement, development, training, compensation, and advancement may not be based on any of these factors, but should instead be based on rational factors such as qualifications, performance, skills, and experience. We do not accept disrespectful or inappropriate behavior, harassment, or retaliation in the workplace or in any work-related circumstance outside the workplace. We provide each of our associates with detailed policies and materials to provide information on equal opportunity, discrimination and harassment.

Safe and Healthy Workplace

The safety and health of our associates, suppliers, advisors and tenants is of paramount importance. We must not only comply with applicable safety and health laws and regulations, but also address and remediate identified risks of accidents, injury, and health impacts. Our policies regarding health and safety are provided to our associates and encompass all our facilities and operations. Each of our associates receives and acknowledges a copy of our Associate Handbook, which sets forth detailed instructions regarding safety issues.

Workplace Security

We are committed to a workplace that is free from violence, harassment, intimidation, and other unsafe or disruptive conditions due to internal and external threats. Each associate receives and acknowledges a copy of our Associate Handbook, which details the standard of conduct regarding workplace security.

Forced Labor and Human Trafficking

We prohibit the use of all forms of forced labor, whether prison labor, indentured labor, bonded labor, military labor, modern forms of slavery and any form of human trafficking. We also minimize risks by committing to work with well-established suppliers in our supply chain. We have a no tolerance policy for associates, advisors, or suppliers in violation of our company standards regarding slavery and human trafficking and anyone in violation of those standards is subject to termination.

Child Labor

We comply with all local minimum working age laws and requirements and prohibit the use of child labor.

Work Hours, Wages & Benefits

We compensate our associates competitively, relative to the industry and local labor market, and in accordance with applicable legal standards. We work to ensure full compliance with applicable wage, work hours, overtime, and benefits and other labor laws. We are committed to paying living wages under humane conditions in accordance with our Human Capital Policy. Each of our associates receives clear, written information about their employment conditions with respect to wages and benefits before they enter employment and as appropriate throughout their term of employment.

Protection of Women’s Rights

The Company believes that women’s rights are the same human rights enshrined by the UN for every human being since 1948. These rights include but are not limited to: the right to live free from violence, slavery, and discrimination; to be educated; to own property; to vote; and to earn a fair and equal wage.

Associate Training and Development

The Company encourages professional growth for all of its associates. The general philosophy regarding education and association involvement is that such activities are encouraged when they align with an associate’s current role and goals within the Company and are mutually beneficial to both the associate’s personal growth and their role within the Company.

Right to Water

We recognize the right to water as a fundamental human right. We respect the human need for sustainable water supplies, safe drinking water, and protection of both ecosystems and communities through proper sanitation.

Freedom of Association

Although not applicable to our business activities, the Company believes in the rights of associates, advisors, and suppliers to collective bargaining with employers, without fear of retaliation, discrimination, or harassment. The Company also respects the rights of associates, advisors, and suppliers to freedom of association, in accordance with all applicable labor and employment laws.

Transparency in the Supply Chain

We recognize that no business is immune to supply chain risks. Within our current business model, we are not directly associated with sourcing high-risk materials, or by hiring low-wage unskilled workers, without legal immigration status. As we are committed to fostering strong and mutually beneficial partnerships, we aim to partner with other like-minded corporate citizens.

Guidance and Reporting for Associates

Our associates should not accept any direction by their supervisor that is inconsistent with this Policy. If there is ever a concern that anyone connected with the Company may have engaged or is about to engage in any conduct in violation of this Policy, our associates should report such concerns directly to our Head of Human Resources or our General Counsel for further investigation and remediation.

Policy Oversight

This Policy is overseen by the Company’s Governance and Nominating Committee and is publicly accessible on our website at nnnreit.com.

We may waive application of the policies set forth in this Policy where circumstances warrant granting a waiver, subject to appropriate terms and conditions. This Policy is not intended to, and does not, grant any rights to any director, officer, associate, tenant, supplier, competitor, stockholder or any other person or entity.
 
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NNN REIT, Inc. (the “Company”) is committed to ethical business conduct and expects its directors, officers, associates, and agents to act with integrity and to conduct themselves and the Company’s business in a way that protects its reputation for fairness and honesty in all matters. Consistent with these principles, the Company has established this Policy on Company Political Spending (this “Policy”).

Accordingly, the Company shall not:

• contribute to or make expenditures on behalf of any federal, state or local candidates for election;
• contribute to or make expenditures on behalf of political parties;
• contribute to or make expenditures on behalf of political committees or other political entities organized and operating under 26 U.S.C. Sec. 527 of the Internal Revenue Code;
• contribute to or make expenditures on behalf of or to influence the outcome of any local municipal or state bond financing initiative or any projects related thereto; or
• donate Company time, resources, products or services to any of the foregoing.

For purposes of this Policy, each of the foregoing shall constitute “Company Political Spending”.

The Company and/or its associates may belong to trade associations and similar organizations that are engaged in or that the Company anticipates may engage in lobbying or political spending (e.g. Nareit, ICSC and similar organizations). Any amounts spent by such trade associations or similar groups on lobbying or political spending shall not be attributed to the Company.

If management deems it necessary to seek approval of an exception to this Policy, or becomes aware of any instance of non-compliance with this Policy, management shall notify the Governance and Nominating Committee of the Board of Directors of the details, and the Committee shall meet and confer with management to determine what action might be appropriate under the circumstances, and such meeting minutes will be documented in the same manner as any other meeting of the board.

Personal, non-corporate contributions and expenses are not affected by this Policy. Under no circumstances shall an associate attribute any personal contribution or support to his/her employment with the Company or be reimbursed directly or through compensation increases for personal political contributions or expenses.

The Company will not pressure or coerce associates to make personal political expenditures or take any retaliatory action against associates who do not.
 
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Senior management of the Company has a responsibility to listen to associates of the Company when they express complaints or concerns regarding financial statement disclosures, accounting, internal accounting controls or auditing matters and the senior management of the Company desires to keep open lines of communication between the senior management of the Company and the associates of the Company.

In connection therewith, the Audit Committee of NNN REIT, Inc., (the “Company“) believes it to be in the best interests of the Company and its employees (“associates“) to establish procedures for (A) the receipt, retention, and treatment of complaints received by the company regarding accounting, internal accounting controls, or auditing matters; and (B) the confidential, anonymous submission by any associate of the Company, or a subsidiary thereof, of concerns regarding questionable accounting or auditing matters.

THEREFORE, the Audit Committee of the Company has adopted the following procedures consistent with the foregoing and with the requirements of Section 301 of the Sarbanes-Oxley Act of 2002:

1. Any associate of the Company, or a subsidiary thereof, may submit, on a confidential, anonymous basis if the associate so desires, any concerns regarding financial statement disclosures, accounting, internal accounting controls or auditing matters (a “Complaint”) by 1) submitting a report via EthicsPoint web based reporting system, secure.ethicspoint.com, or 2) calling the EthicsPoint toll free number, (800) 521-2347. The Audit Committee will adopt and periodically update procedures governing the process for investigation of submissions pursuant to this Policy. Further, the Audit Committee will make its best efforts to communicate the Policy and any updates to the associates of the Company on a periodic basis.
2. The Audit Committee shall receive directly on the EthicsPoint reporting system immediate notice of any Complaints received from any associate of the Company. If any Complaint is received outside the EthicsPoint reporting system the General Counsel or the Chief Executive Officer of the Company shall forward such Complaint to the Audit Committee within three (3) business days of receipt.
3. The Audit Committee shall initially review all Complaints and determine if an investigation is merited and if an investigation is merited, shall investigate or cause to be investigated the Complaint. The Audit Committee may take appropriate corrective and disciplinary actions, which may include, alone or in combination, a warning or letter of reprimand, demotion, loss of merit increase, bonus or stock options, suspension without pay or termination of employment.
4. The Audit Committee may enlist associates of the Company and/or outside legal, accounting or other advisors, as appropriate, to conduct any investigation of Complaints. In conducting any investigation, the Audit Committee shall use reasonable efforts to protect the confidentiality and anonymity of the complainant. The Audit Committee will ensure that each person enlisted to conduct any investigation will be a person who is not directly involved in the matter related to the Complaint.
5. The Company does not permit retaliation of any kind against associates for Complaints regarding financial statement disclosures, accounting, internal accounting controls or auditing matters that are made in good faith.
6. The Audit Committee shall retain any such Complaints or concerns for a period of no less than seven (7) years.

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