SCHEDULE 13D/A: Major Shareholders Reduce Stake in Global Net Lease, Inc. as Group Composition Shifts

An amendment to Schedule 13D reveals significant share and option sales by key reporting persons, including Bellevue Capital Partners and MWM PIC, alongside a change in the reporting group's composition.

Summary

• This is Amendment No. 3 to the Schedule 13D filing for Global Net Lease, Inc. (GNL), amending and supplementing previous filings from September 22, 2023, June 24, 2024, and June 13, 2025.
• The amendment updates the beneficial ownership information and reflects that Mr. Weil has ceased to be in a group with the Reporting Persons.
• Bellevue Capital Partners, LLC beneficially owns 21,185,803 shares, representing 9.5% of the class of Common Stock.
• MWM PIC, LLC beneficially owns 19,607,384 shares, representing 8.8% of the class of Common Stock.
• Nicholas S. Schorsch beneficially owns 21,685,012 shares, representing 9.7% of the class of Common Stock.
• The percentages are calculated based on 223,208,729 outstanding shares of Common Stock as of May 2, 2025.
• Recent transactions by Reporting Persons in the last 60 days include MWM PIC, LLC selling 7,103,000 shares at $7.4342 per share on June 12, 2025, and 300,000 shares at $7.3302 per share on June 13, 2025.
• Bellevue Capital Partners, LLC sold 100,000 shares at a volume weighted average price of $7.99 per share on May 15, 2025.
• Bellevue Capital Partners, LLC also sold call options to purchase 1,600,000 shares (16,000 options) and 2,000 shares (20 options) at a price of $7.50, expiring on July 18, 2025, on May 2, 2025, and May 5, 2025, respectively.

Sentiment

Score: 3

Explanation: The sentiment is negative due to significant share sales by major reporting persons, indicating a reduction in their stake and potentially signaling a lack of confidence or a strategic divestment. The sale of call options further suggests a capped upside or bearish view.

Negatives

• Significant reduction in beneficial ownership by key reporting persons through substantial share sales.
• MWM PIC, LLC sold a total of 7,403,000 shares in June 2025 at prices ranging from $7.3302 to $7.4342 per share.
• Bellevue Capital Partners, LLC sold 100,000 shares at $7.99 and call options representing 1,602,000 shares, indicating a reduction in potential future ownership or a bearish view on the stock.

Risks

• The reduction in beneficial ownership by significant shareholders (Bellevue Capital Partners, MWM PIC, LLC) could signal a lack of confidence or a strategic divestment, potentially impacting investor sentiment negatively.
• The sale of call options by Bellevue Capital Partners, LLC suggests a capped upside exposure or a bearish outlook on the stock price above the strike price of $7.50.

Future Outlook

The document does not provide explicit forward-looking statements or guidance regarding the company's future operations or financial performance, focusing solely on changes in beneficial ownership and recent transactions by the reporting persons.

Industry Context

Global Net Lease, Inc. is a real estate investment trust (REIT) that owns and manages a diversified portfolio of commercial properties. This Schedule 13D/A filing primarily concerns changes in significant shareholder ownership and recent trading activities by a group of investors, rather than the operational performance or strategic direction of the REIT itself. Such filings are common in the investment landscape, reflecting shifts in large institutional or individual holdings.

Comparison to Industry Standards

• This filing details changes in beneficial ownership and recent trading activities by specific reporting persons, rather than the operational or financial performance of Global Net Lease, Inc. As such, direct comparisons to industry-standard financial benchmarks or operational results of comparable REITs (e.g., Realty Income Corporation, W. P. Carey Inc., National Retail Properties) are not applicable based on the content of this document. The information provided relates to investor activity, not company performance metrics.

Management Changes

Related Party Transactions

• The reported share and option sales are transactions by entities and individuals (Reporting Persons) who are considered significant shareholders of Global Net Lease, Inc. While these are not typical 'related party transactions' in the sense of direct dealings between the company and its affiliates for goods/services, they represent significant insider/affiliate trading activity.

Stakeholder Impact

• Shareholders: The significant sales by major reporting persons could lead to negative investor sentiment and potentially put downward pressure on the stock price, especially if interpreted as a lack of confidence.
• Company Management: May need to address investor concerns regarding the reduction in stake by large shareholders.

Key Dates

Recommendation

Keywords

Global Net Lease Inc, GNL, Schedule 13D/A, Beneficial Ownership, Share Sales, Insider Selling, Bellevue Capital Partners, MWM PIC, Nicholas S. Schorsch, SEC Filing, Real Estate Investment Trust, REIT