Form 4: Plymouth Industrial REIT CEO Sells All Shares in Merger

Jeffrey E. Witherell, CEO of Plymouth Industrial REIT, Inc., disposed of 437,682 common shares at $22.00 each as part of a merger agreement.

Summary

• Jeffrey E. Witherell, CEO and Director of Plymouth Industrial REIT, Inc. (PLYM), disposed of all his directly held common stock.
• A total of 437,682 shares were disposed of on January 27, 2026, at a price of $22.00 per share.
• This transaction was executed in connection with the Agreement and Plan of Merger, dated October 24, 2025, between the Issuer and REIT Merger Sub.
• Each share held by the reporting person was converted into the right to receive $22.00 in cash, without interest and subject to withholding taxes, as part of the merger consideration.

Sentiment

Score: 7

Explanation: The filing reports the completion of a merger transaction where the CEO disposed of all his shares for a fixed cash consideration. This is a factual report of a pre-determined corporate action, indicating a successful conclusion to the merger process for shareholders without any negative surprises.

Positives

• The merger provided a clear exit strategy for shareholders, converting shares to cash at a fixed price of $22.00 per share.
• The transaction indicates the successful completion of a strategic corporate action (merger).

Negatives

• The CEO's beneficial ownership of common stock in the merged entity is now zero, indicating a complete divestment from the original entity.
• Shareholders received a fixed cash amount, foregoing any potential future upside from the company's independent operations.

Future Outlook

This filing reports a past transaction related to a completed merger and does not contain forward-looking statements or guidance for the now-merged entity.

Industry Context

This transaction reflects a consolidation event within the REIT sector. Mergers and acquisitions are common strategies for growth, market share expansion, or achieving economies of scale in the real estate investment trust industry. The fixed cash consideration suggests a definitive valuation was agreed upon for Plymouth Industrial REIT.

Comparison to Industry Standards

• Mergers and acquisitions are a standard part of the REIT industry lifecycle, often driven by market conditions, strategic alignment, or portfolio optimization.
• The cash consideration of $22.00 per share would need to be compared to Plymouth Industrial REIT's historical trading prices, book value, and valuations of comparable REITs or recent M&A transactions in the industrial REIT sector to assess its fairness. This filing alone does not provide sufficient data for such a comparison.

Related Party Transactions

• The transaction involves Jeffrey E. Witherell, the CEO and a Director, disposing of his shares as part of the merger, which is a dealing by a related party under the terms of the merger agreement.

Stakeholder Impact

• Shareholders: Received $22.00 cash per share, concluding their investment in Plymouth Industrial REIT.
• Management/Employees: The CEO's divestment implies a change in leadership structure for the original entity, as Plymouth Industrial REIT ceased to exist as an independent entity.

Key Dates

Keywords

Plymouth Industrial REIT, PLYM, Merger, CEO, Share Disposal, Form 4, Insider Transaction, Real Estate Investment Trust, REIT