Americold (NYSE: COLD) CAO granted RSUs, small tax sell-to-cover

Rhea-AI Filing Summary

Americold Realty Trust Chief Accounting Officer Robert E. Harris reported routine equity compensation and related share activity. On March 8, 2026, he received grants of 11,990 restricted stock units and 11,990 performance restricted stock units, each representing the right to receive one share of common stock.

On the same date, previously granted RSUs vested and were converted into 842 and 1,584 shares of common stock. A total of 887 shares were then sold at $11.9714 per share solely to cover tax withholding obligations under a mandatory sell-to-cover arrangement, leaving him with 7,050 common shares held directly.

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

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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^*

Harris Robert E.

(Last) (First) (Middle)

C/O 10 GLENLAKE PARKWAY

SOUTH TOWER, SUITE 600

(Street)

ATLANTA GA 30328

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AMERICOLD REALTY TRUST [ COLD ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/08/2026

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

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

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

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 Stock	03/08/2026	03/08/2026	M		842(1)	A	$0	6,353	D
Common Stock	03/08/2026	03/08/2026	S		308(2)	D	$11.9714	6,045	D
Common Stock	03/08/2026	03/08/2026	M		1,584(1)	A	$0	7,629	D
Common Stock	03/08/2026	03/08/2026	S		579(2)	D	$11.9714	7,050	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
Restricted Stock Units	$0	03/08/2026		A		11,990		(3)(4)	(4)	Common Stock	11,990	$0	11,990	D
Performance Restricted Stock Units	$0	03/08/2026		A		11,990		(5)(6)	(6)	Common Stock	11,990	$0	11,990	D
Restricted Stock Units	$0	03/08/2026		M		842		(7)	(7)	Common Stock	842	$0	842	D
Restricted Stock Units	$0	03/08/2026		M		1,584		(7)	(7)	Common Stock	1,584	$0	1,584	D

Explanation of Responses:

1. Shares acquired upon vesting of restricted stock units ("RSUs"). Each RSU represents the right to receive one share of Americold Realty Trust, Inc. common stock ("Common Stock")

2. The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of these RSUs. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell-to-cover" transaction and does not represent a discretionary transaction by the Reporting Person.

3. Represents RSUs, which will vest ratably on March 8, 2027, 2028, and 2029. The RSUs were issued to the reporting person pursuant to the Amended and Restated Americold Realty Trust 2017 Equity Incentive Plan.

4. Each RSU represents the right to acquire one share of Common Stock. The right to convert vested RSUs into Common Stock has no expiration date.

5. Each PRSU represents the right to acquire one share of Common Stock. The right to convert vested PRSUs into Common Stock has no expiration date.

6. Each PSRU represents the right to acquire one share of Common Stock. Vesting of the PRUs will be determined based on the Company's adjusted funds from operations ("AFFO") during the applicable performance period (Jan. 1, 2026 - Dec 31., 2028). The PSRUs will vest, if at all, at the end of the 3-year period contingent upon the achievement of the pre-established AFFO goals. The PSRUs were issued to the reporting person pursuant to the Amended and Restated Americold Realty Trust 2017 Equity Plan.

7. Each RSU represents the right to acquire one share of Common Stock. The RSUs vested on March 8, 2026. The RSUs were issued to the registrant pursuant to the Amended and Restated Americold Realty Trust 2017 Equity Incentive plan

	/s/ Nathan H. Harwell, Attorney-in-fact	03/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Americold (COLD) report for Robert E. Harris?

Americold’s Chief Accounting Officer Robert E. Harris reported equity compensation activity, including new restricted stock and performance unit grants, RSU vesting into common shares, and small share sales used solely to cover tax withholding obligations under a mandatory sell-to-cover arrangement.

How many restricted stock units did the Americold (COLD) CAO receive?

Robert E. Harris received 11,990 restricted stock units and 11,990 performance restricted stock units. Each unit represents the right to receive one share of Americold common stock, subject to time-based vesting and, for performance units, adjusted funds from operations targets.

Were the Americold (COLD) insider stock sales discretionary?

The 887 Americold shares sold by Robert E. Harris were not discretionary. A footnote states they were sold to cover tax withholding obligations from RSU vesting under a mandatory sell-to-cover election required by the company, rather than voluntary open-market sales.

What price were Americold (COLD) shares sold at in this Form 4?

Shares were sold at $11.9714 per share. These sales totaled 887 shares and were executed to fund tax withholding obligations tied to RSU vesting, according to the disclosure, leaving Harris with a remaining direct holding of 7,050 common shares.

What performance conditions apply to Americold (COLD) performance restricted stock units?

The performance restricted stock units vest based on Americold’s adjusted funds from operations during the performance period from January 1, 2026, through December 31, 2028. Vesting occurs, if at all, at the end of this three-year period, contingent on achieving pre-established AFFO goals.

How many Americold (COLD) shares does the CAO hold after these transactions?

Following the March 8, 2026 transactions, Robert E. Harris directly holds 7,050 shares of Americold common stock. This figure reflects RSU conversions and the sale of 887 shares to cover tax withholding obligations associated with the vesting of restricted stock units.