Form 4: Phillips Edison & Company CFO Reports Changes in Beneficial Ownership Following Vesting of Class B Units

John P. Caulfield, CFO, EVP & Treasurer of Phillips Edison & Company, reports changes in beneficial ownership due to the vesting and conversion of Class B Units into OP Units and Common Stock.

Summary

• On March 1, 2025, John P. Caulfield, CFO, EVP & Treasurer of Phillips Edison & Company, experienced changes in his beneficial ownership of securities.
• These changes involve Class B Units of limited partnership interests in Phillips Edison Grocery Center Operating Partnership I, L.P. (PECO OP).
• The transactions include the vesting of Class B Units and their subsequent conversion into OP Units and ultimately, Common Stock.
• Specifically, 11,828 Class B Units were granted, and multiple tranches of Class B Units vested and converted into Common Stock: 1,134 units, 1,962 units, and 2,534 units.
• Additionally, 5,630 OP Units vested.
• Following these transactions, Caulfield directly owns 66,197.434 OP Units.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. The vesting of equity indicates that performance milestones are being met, aligning management with shareholder interests. There are no explicit negative indicators.

Positives

• The vesting of Class B Units indicates that performance milestones have been met, which is generally a positive sign.
• The increase in OP Units and potential Common Stock ownership aligns the executive's interests with those of the shareholders.

Future Outlook

Future vesting dates for Class B Units are scheduled annually from March 1, 2026, to March 1, 2029, subject to continued service with the Company.

Industry Context

Form 4 filings are standard practice for publicly traded companies and their insiders, providing transparency into the transactions of company executives and their ownership positions. This filing indicates ongoing equity-based compensation and alignment of management interests with shareholders.

Comparison to Industry Standards

• Equity compensation in the form of units that convert to common stock is a common practice among REITs and real estate companies, such as Simon Property Group and Public Storage, to align management incentives with long-term shareholder value.
• The vesting schedules and conversion terms are typical for long-term incentive plans in the industry.

Stakeholder Impact

• Shareholders: The vesting of equity aligns management's interests with shareholder value.
• Employees: The long-term incentive plan motivates continued service and performance.

Key Dates