AMERICOLD REALTY TRUST

Request that the company amend its governing documents so shareholders can remove directors with or without cause by a simple majority of votes cast. The proposal argues Americold’s current removal provisions require removal only “for cause” and a two-thirds vote of outstanding shares, with a very narrow definition of “cause,” which the proponent says limits shareholder accountability and entrenches directors. The proponent cites governance norms and endorsements from institutional investors and proxy advisory firms, and notes recent negative total shareholder returns as a rationale for enabling more direct shareholder oversight. The proposal would align Americold’s bylaws with common corporate governance practices by permitting majority-vote removal between annual meetings.