Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 3, 2023, Spirit Realty Capital, Inc. (the "Company") held its 2023 Annual Meeting of Shareholders (the "Annual Meeting"). As of March 9, 2023, the record date for the Annual Meeting, there were 141,303,971 shares of common stock outstanding, holders of which were entitled to vote at the Annual Meeting. The Company solicited proxies for the Annual Meeting pursuant to Section 14(a) of the Securities Exchange Act of 1934.

The results of the matters voted upon at the Annual Meeting are as follows (note that voting results, where applicable, reflect fractional shares rounded to the nearest whole share):

Proposal 1: Election of Directors

The following director nominees were elected to serve as directors, each to hold office until the 2024 Annual Meeting of Shareholders or until his or her respective successor is duly elected and qualified, by the following voting results:



      Directors           For      Against  Abstentions Broker Non-Votes

Jackson Hsieh 123,977,377 1,054,679 125,114 6,921,738 Kevin M. Charlton 122,479,362 2,553,062 124,746 6,921,738 Elizabeth F. Frank 123,688,372 1,340,489 128,309 6,921,738 Michelle M. Frymire 123,622,292 1,406,189 128,689 6,921,738 Kristian M. Gathright 123,692,088 1,333,984 131,098 6,921,738 Richard I. Gilchrist 122,071,256 2,959,904 126,010 6,921,738 Diana M. Laing 116,743,395 8,292,861 120,914 6,921,738 Nicholas P. Shepherd 122,292,663 2,738,220 126,287 6,921,738 Thomas J. Sullivan 123,055,023 1,969,224 132,923 6,921,738

Proposal 2: Ratification of the selection of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the year ended December 31, 2023

The appointment of Ernst & Young LLP as our independent auditors for the fiscal year ending December 31, 2023 was ratified by the following voting results:



     Proposal 2            For          Against      Abstentions   Broker Non-Votes
Ratification of Ernst  129,142,447     2,826,717       109,744           ---
& Young LLP

Proposal 3: Non-Binding advisory vote to approve the compensation of the Company's named executive officers



The compensation of our named executive officers as disclosed in the proxy
statement was approved in a non-binding advisory vote by the following voting
results:

     Proposal 3            For          Against      Abstentions   Broker Non-Votes
Approval on a          120,647,862     4,249,040       260,268        6,921,738
Non-Binding Advisory
Basis, of the
Compensation of the
Company's Named
Executive Officers

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