Form 4: EPRT Executive Sells Shares for Tax Obligations

Essential Properties Realty Trust SVP, CAO & Treasurer Timothy J. Earnshaw disposed of 4,191 shares to cover tax liabilities.

Summary

• Timothy J. Earnshaw, SVP, CAO & Treasurer of Essential Properties Realty Trust, Inc. (EPRT), disposed of 4,191 shares of common stock.
• The transaction occurred on January 20, 2026, at a price of $29.96 per share.
• This disposition was coded as 'F,' indicating shares were withheld to satisfy tax obligations related to the vesting or exercise of securities.
• Following this transaction, Mr. Earnshaw directly beneficially owns 55,939 shares of EPRT common stock.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating a pre-arranged sale.

Sentiment

Score: 6

Explanation: The disposition of shares by an executive to cover tax liabilities is a routine event, especially when equity compensation vests. The use of a Rule 10b5-1 plan indicates a pre-scheduled transaction, mitigating concerns about negative insider sentiment. The executive retains a substantial holding in the company.

Positives

• The transaction was executed under a Rule 10b5-1(c) plan, indicating a pre-planned disposition rather than a discretionary sale, which can reduce concerns about insider sentiment.
• The executive retains a significant beneficial ownership of 55,939 shares, demonstrating continued alignment with shareholder interests.

Negatives

• A disposition of shares by an executive, even for tax purposes, reduces their direct equity stake in the company.

Future Outlook

NA

Industry Context

NA

Stakeholder Impact

• Shareholders: Minor reduction in executive's direct equity stake, but the pre-planned and tax-related nature of the sale typically has minimal impact on investor sentiment.
• Management: The executive's equity stake is slightly reduced, but they remain a significant shareholder, maintaining alignment with company performance.

Key Dates

Recommendation

This Form 4 reports a routine, pre-planned disposition of shares by an executive to cover tax obligations, not a discretionary sale. The executive retains a substantial equity stake. Such a transaction typically has minimal impact on the company's fundamentals or long-term outlook, thus not warranting a change from a 'hold' position based solely on this filing.

Keywords

EPRT, Essential Properties Realty Trust, Timothy J. Earnshaw, Insider Trading, Form 4, Stock Sale, Tax Withholding, Executive Compensation, Real Estate REIT