Edison Jeffrey 4
4 · Phillips Edison & Company, Inc. · Filed Mar 3, 2026
Research Summary
AI-generated summary of this filing
Phillips Edison (PECO) CEO Jeffrey Edison Receives Award, Converts Units
What Happened
- Jeffrey Edison, Chairman and CEO of Phillips Edison & Company (PECO), received a grant of 45,570 Class B units (long‑term incentive units) on March 1, 2026 (reported in a Form 4 filed 2026-03-03). On the same date he converted/ exercised previously issued vested Class B units into OP Units, resulting in the acquisition of 44,152.621 OP Units (all transactions reported at $0.00 since these were awards/conversions, not cash purchases or sales).
- These filings reflect awards/derivative activity (grant = code A; exercises/conversions = code M) rather than open‑market buys or sales, so there was no cash proceeds or cash outlay for these items.
Key Details
- Transaction date(s): March 1, 2026; Form 4 filed March 3, 2026 (appears timely).
- Prices/values: reported at $0.00 (non‑cash grant and unit conversions).
- Specific amounts: Grant of 45,570 Class B Units; conversions/acquisitions of 44,152.621 OP Units via exercise/conversion entries.
- Shares owned after transaction: not specified in the filing summary here (see footnote F9 in the filing for total shares held by the entity and Mr. Edison’s shared voting/dispositive power).
- Notable footnotes: Class B Units are LTIP awards that vest over time (typically in four annual installments per footnotes F1, F3, F5–F7). Upon vesting and achieving parity conditions they convert into OP Units (F4, F8). OP Units can be exchanged for cash equal to fair market value of PECO common stock or, at PECO OP’s option, for shares on a one‑for‑one basis (F2).
- Filing timeliness: report covers March 1 transactions and was filed March 3; no late filing flag was indicated in the provided data.
Context
- These are compensation and conversion events (derivative/units activity), not open‑market purchases or sales — they do not necessarily indicate buying or selling sentiment by the insider.
- Converting Class B Units into OP Units is a routine administrative step when units vest or achieve parity; OP Units themselves can be exchanged for common stock or cash at the holder’s or OP’s election, so conversion does not automatically produce publicly traded shares.
Insider Transaction Report
Form 4
Edison Jeffrey
DirectorChairman and CEO
Transactions
- Award
Class B Units
[F1][F2][F3]2026-03-01+45,570→ 45,570 total→ Common Stock (45,570 underlying) - Exercise/Conversion
Class B Units
[F2][F4]2026-03-01−9,135→ 0 total→ Common Stock (9,135 underlying) - Exercise/Conversion
Class B Units
[F2][F4][F5]2026-03-01−9,003→ 9,003 total→ Common Stock (9,003 underlying) - Exercise/Conversion
Class B Units
[F2][F4][F6]2026-03-01−10,782→ 21,564 total→ Common Stock (10,782 underlying) - Exercise/Conversion
Class B Units
[F2][F4][F7]2026-03-01−10,752→ 32,259 total→ Common Stock (10,752 underlying) - Exercise/Conversion
OP Units
[F2][F4]2026-03-01+39,672→ 129,226.699 total→ Common Stock (39,672 underlying) - Exercise/Conversion
Class B Units
[F2][F8]2026-03-01−4,480.621→ 0 total→ Common Stock (4,480.621 underlying) - Exercise/Conversion
OP Units
[F2][F8]2026-03-01+4,480.621→ 133,707.32 total→ Common Stock (4,480.621 underlying)
Holdings
- 2,150,000(indirect: By Trust)
OP Units
[F2][F9]→ Common Stock (2,150,000 underlying) - 2,020,000(indirect: By Trust)
OP Units
[F2][F9]→ Common Stock (2,020,000 underlying) - 1,814,405.871(indirect: By Trust)
OP Units
[F2][F9]→ Common Stock (1,814,405.871 underlying) - 1,134,215.303(indirect: By LLC)
OP Units
[F2][F9]→ Common Stock (1,134,215.303 underlying) - 458,893.389(indirect: By Trust)
OP Units
[F2][F9]→ Common Stock (458,893.389 underlying) - 431,233.177(indirect: By Trust)
OP Units
[F2][F9]→ Common Stock (431,233.177 underlying) - 330,666.876(indirect: By Trust)
OP Units
[F2][F9]→ Common Stock (330,666.876 underlying) - 276,927.452(indirect: By Old 97, Inc)
OP Units
[F2][F9]→ Common Stock (276,927.452 underlying) - 211,265.707(indirect: By Trust)
OP Units
[F2][F9]→ Common Stock (211,265.707 underlying) - 60,583.377(indirect: By Trust)
OP Units
[F2][F9]→ Common Stock (60,583.377 underlying)
Footnotes (9)
- [F1]Represents the grant of Class B Units of limited partnership interests ("Class B Units") in Phillips Edison Grocery Center Operating Partnership I, L.P., a Delaware limited partnership ("PECO OP"), under the Issuer's long term incentive plan. The Class B Units vest in four equal annual installments on the anniversary of the date of grant, subject to continued service. At issuance, the Class B Units do not have full parity with common units of limited partnership interest in PECO OP ("OP Units") with respect to liquidating distributions, but upon the occurrence of certain events described in PECO OP's partnership agreement, based upon capital account balance per unit, could over time achieve full parity with the OP Units for all purposes. Upon vesting and achieving full parity with OP Units, the Class B Units convert into an equal number of OP Units. The Class B Units have no expiration date.
- [F2]OP Units are exchangeable, at the election of the holder, for cash equal to the fair market value of one share of the Issuer's Common Stock or, at the option of PECO OP, shares of the Issuer's Common Stock on a one-for-one basis, and have no expiration date and are not subject to vesting.
- [F3]Represents the grant of Class B Units that vest in four equal annual installments on the anniversary of the date of grant, subject to continued service with the Company.
- [F4]Represents the vesting of Class B Units in PECO OP, previously issued as long term incentive compensation pursuant to the Issuer's equity based compensatory programs. At issuance, the Class B Units were subject to vesting, and did not have full parity with OP Units, but upon the occurrence of certain events described in PECO OP's partnership agreement, based upon capital account balance per unit, could over time achieve full parity with the OP Units for all purposes. Upon vesting, having previously achieved full parity with OP Units, the Class B Units were converted into an equal number of OP Units. The Class B Units have no expiration date.
- [F5]Represents the total Class B Units that have the same grant date, vesting provisions and other terms. These Class B Units will vest in full on March 1, 2027, subject to continued service with the Company.
- [F6]Represents the total Class B Units that have the same grant date, vesting provisions and other terms. These Class B Units will vest in increments of 10,782 units on March 1, 2027, and March 1, 2028, subject to continued service with the Company.
- [F7]Represents the total Class B Units that have the same grant date, vesting provisions and other terms. These Class B Units will vest in increments of 10,753 units on March 1, 2027, March 1, 2028, and March 1, 2029, subject to continued service with the Company.
- [F8]Represents the conversion to OP Units of vested and earned Class B Units in PECO OP, previously issued as long term incentive compensation pursuant to the Issuer's equity based compensatory programs. At issuance, the Class B Units did not have full parity with the OP Units, but upon the occurrence of certain events described in PECO OP's partnership agreement, based upon capital account balance per unit, could over time achieve full parity with the OP Units for all purposes. Having achieved full parity with the OP Units, the Class B Units were converted into an equal number of OP Units. The Class B Units have no expiration date.
- [F9]Reflects total shares held by the entity, and as to which Mr. Edison has shared voting and dispositive power. Mr. Edison disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
Signature
/s/ Jennifer Robison, Attorney-in-Fact|2026-03-03