AGREE REALTY (ADC) director awarded 2,159 RSUs, defers shares to exit

Rhea-AI Filing Summary

Rossi Jerome R reported acquisition or exercise transactions in this Form 4 filing.

AGREE REALTY CORP director Jerome R. Rossi received an equity award of 2,159 restricted stock units. The RSUs were granted as of May 14, 2026 and each unit represents a contingent right to receive one common share, rather than an immediate cash transaction or open-market purchase.

The RSUs vest on May 14, 2027, adding a time-based service condition before shares are delivered. Rossi voluntarily elected to defer receipt of the common shares issuable upon settlement of these RSUs until his departure from the Board of Directors. Following this award, he holds 12,351 common shares directly as reported in the filing.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Rossi Jerome R

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Shares	2,159	$0.00	--

Holdings After Transaction: Common Shares — 12,351 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSUs granted: 2,159 units Shares after transaction: 12,351 shares Grant price: $0.0000 per share +1 more

4 metrics

RSUs granted 2,159 units Restricted stock units granted on May 14, 2026

Shares after transaction 12,351 shares Common shares held directly after RSU award

Grant price $0.0000 per share Reported price per share for the RSU award

RSU vesting date May 14, 2027 Vesting date for 2,159 restricted stock units

Key Terms

restricted stock units, contingent right, settlement of the RSUs, Board of Directors

4 terms

restricted stock units financial

"Represents a grant of restricted stock units (RSUs) that vest on May 14, 2027."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

contingent right financial

"Each RSU represents a contingent right to receive one common share."

settlement of the RSUs financial

"common shares issuable upon settlement of the RSUs until the Reporting Person's departure"

Board of Directors financial

"until the Reporting Person's departure from the Board of Directors."

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Rossi Jerome R

(Last) (First) (Middle)

32301 WOODWARD AVENUE

(Street)

ROYAL OAK MICHIGAN 48073

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AGREE REALTY CORP [ ADC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	05/14/2026		A		2,159(1)	A	$0	12,351	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents a grant of restricted stock units (RSUs) that vest on May 14, 2027. Each RSU represents a contingent right to receive one common share. The Reporting Person voluntarily elected to defer receipt of the common shares issuable upon settlement of the RSUs until the Reporting Person's departure from the Board of Directors.

Remarks:

Exhibit 24, Power of Attorney, is attached.

	/s/ Stephen Breslin, Attorney-in-Fact	05/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did ADC director Jerome R. Rossi report in this Form 4 filing?

Jerome R. Rossi reported receiving 2,159 restricted stock units from AGREE REALTY CORP. These RSUs are an equity-based compensation award, not an open-market stock purchase, and will convert into common shares only after vesting and later settlement.

How many AGREE REALTY (ADC) shares does Jerome R. Rossi hold after this transaction?

After the RSU grant reported in this Form 4, Jerome R. Rossi is shown holding 12,351 common shares directly. This figure reflects his reported ownership position following the award of 2,159 restricted stock units on May 14, 2026.

When do Jerome R. Rossi’s new AGREE REALTY (ADC) RSUs vest?

The 2,159 restricted stock units granted to Jerome R. Rossi vest on May 14, 2027. Vesting means he must remain eligible through that date before each RSU converts into the right to receive one AGREE REALTY common share.

Are Jerome R. Rossi’s AGREE REALTY (ADC) RSUs an immediate stock purchase?

No, the RSUs are not an immediate stock purchase. Each restricted stock unit represents a contingent right to receive one AGREE REALTY common share in the future, subject to vesting and Rossi’s elected deferral until he leaves the Board.

When will Jerome R. Rossi receive the AGREE REALTY (ADC) shares from these RSUs?

Rossi voluntarily elected to defer receipt of the common shares from these RSUs until his departure from AGREE REALTY’s Board. Even after vesting in 2027, settlement into actual shares will occur only when he leaves Board service.