STOCK TITAN

EPRT (EPRT) director Scott Estes receives 3,837 LTIP OP Units grant

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

ESTES SCOTT A reported acquisition or exercise transactions in this Form 4 filing.

ESSENTIAL PROPERTIES REALTY TRUST, INC. director Scott A. Estes received a grant of 3,837 LTIP Units in the operating partnership on May 13, 2026. These LTIP Units each represent the contingent right to receive one OP Unit, which is redeemable for cash or, at the company’s election, exchangeable one-for-one into common stock, subject to anti-dilution adjustments.

The LTIP Units vest ratably on the earlier of the first anniversary of the grant date or the first annual stockholders’ meeting after the grant, if he continues serving on the board through vesting. Following this award, he holds 3,837 OP Units.

Positive

  • None.

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Insider ESTES SCOTT A
Role null
Type Security Shares Price Value
Grant/Award OP Units 3,837 $0.00 --
Holdings After Transaction: OP Units — 3,837 shares (Direct, null)
Footnotes (1)
  1. The OP Units ("OP Units") are units of limited partnership interest issued by Essential Properties, L.P., a Delaware limited partnership and the entity through which Essential Properties Realty Trust, Inc. (the "Company") holds substantially all of its assets and conducts its operations. The OP Units are redeemable by the holder for cash or, at the Company's election, may be exchanged for shares of the Company's common stock at a one-to-one ratio, subject to anti-dilution adjustments. Represents a special class of OP Units issued by Essential Properties, L.P. pursuant to its Partnership Agreement and the Company's Long-Term Incentive Plan ("LTIP Units"). Each LTIP Unit represents the contingent right to receive one OP Unit upon vesting, conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes. These LTIP Units vest ratably on the earlier of (i) the first anniversary of the date of grant and (ii) the first annual meeting of the Company's stockholders that occurs after the date of grant, subject to the reporting person's continued service on the Company's board of directors through the vesting date. There is no expiration date for the LTIP Units or OP Units.
LTIP Units granted 3,837 units Grant to director on May 13, 2026
Underlying common stock 3,837 shares Each LTIP Unit tied to one share via OP Unit
Grant price per unit $0.00 Compensation award, no cash paid by director
Holdings after grant 3,837 OP Units Total OP Units beneficially owned after transaction
Conversion ratio 1:1 Each OP Unit exchangeable into one share of common stock
OP Units financial
"The OP Units ("OP Units") are units of limited partnership interest issued by Essential Properties, L.P."
OP units are ownership stakes in an operating partnership that sits beneath a public parent company, commonly used by real estate and energy firms to hold assets and distributions. Think of them like special shares in a subsidiary: they give economic rights to profits and cash payouts but are structured differently from the parent’s common stock, so investors watch OP unit issuance because it can change the effective ownership, future distributions, and potential dilution of the parent company’s equity.
LTIP Units financial
"Represents a special class of OP Units issued by Essential Properties, L.P. pursuant to its Partnership Agreement and the Company's Long-Term Incentive Plan ("LTIP Units")."
LTIP units are awards given to executives and employees as part of a long-term incentive plan; they act like deferred bonuses that convert into company shares or cash only if the business meets set performance or time requirements. Investors care because LTIP units tie management pay to future results, can increase the number of outstanding shares (dilution) when they vest, and create ongoing compensation expense that can affect earnings and shareholder value.
Long-Term Incentive Plan financial
"pursuant to its Partnership Agreement and the Company's Long-Term Incentive Plan ("LTIP Units")."
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.
anti-dilution adjustments financial
"may be exchanged for shares of the Company's common stock at a one-to-one ratio, subject to anti-dilution adjustments."
Anti-dilution adjustments are changes made to the ownership stakes or value of an investment to protect investors from having their shares become less valuable if the company issues new shares at a lower price. Imagine buying a piece of a pie, and then the pie is cut into more slices without increasing in size—these adjustments help ensure your slice still retains its worth. They matter to investors because they help preserve the value of their investment when the company’s share price drops.
SEC Form 4
FORM 4UNITED 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*
ESTES SCOTT A

(Last)(First)(Middle)
5 VAUGHN DRIVE
SUITE 202

(Street)
PRINCETON NEW JERSEY 08540

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
ESSENTIAL PROPERTIES REALTY TRUST, INC. [ EPRT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/13/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
OP Units(1)(2)(1)(2)05/13/2026A3,837(2) (1)(2)(3) (3)Common Stock3,837(1)(2)$03,837D
Explanation of Responses:
1. The OP Units ("OP Units") are units of limited partnership interest issued by Essential Properties, L.P., a Delaware limited partnership and the entity through which Essential Properties Realty Trust, Inc. (the "Company") holds substantially all of its assets and conducts its operations. The OP Units are redeemable by the holder for cash or, at the Company's election, may be exchanged for shares of the Company's common stock at a one-to-one ratio, subject to anti-dilution adjustments.
2. Represents a special class of OP Units issued by Essential Properties, L.P. pursuant to its Partnership Agreement and the Company's Long-Term Incentive Plan ("LTIP Units"). Each LTIP Unit represents the contingent right to receive one OP Unit upon vesting, conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes.
3. These LTIP Units vest ratably on the earlier of (i) the first anniversary of the date of grant and (ii) the first annual meeting of the Company's stockholders that occurs after the date of grant, subject to the reporting person's continued service on the Company's board of directors through the vesting date. There is no expiration date for the LTIP Units or OP Units.
Remarks:
Exhibit 24.1 - Power of Attorney (incorporated by reference to the Power of Attorney filed as Exhibit 24.1 to the Form 4 filed by the reporting person on May 26, 2021.)
/s/ Timothy J. Earnshaw, attorney-in-fact05/15/2026
** Signature of Reporting PersonDate
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 Scott A. Estes acquire in this EPRT Form 4 filing?

Scott A. Estes received a grant of 3,837 LTIP Units in Essential Properties, L.P. Each LTIP Unit can convert into one OP Unit, which may be redeemed for cash or exchanged into one share of common stock at the company’s election.

How many OP or LTIP Units does Scott A. Estes hold after this EPRT grant?

After the reported grant, Scott A. Estes holds 3,837 OP Units linked to ESSENTIAL PROPERTIES REALTY TRUST, INC. These units come from a single award reported in this filing and reflect his entire position shown here.

What are OP Units in Essential Properties Realty Trust (EPRT)?

OP Units are limited partnership interests in Essential Properties, L.P., the operating partnership. Each OP Unit is redeemable for cash or, at the company’s election, exchangeable for one share of Essential Properties Realty Trust, Inc. common stock, subject to anti-dilution adjustments.

What are LTIP Units in the EPRT Long-Term Incentive Plan?

LTIP Units are a special class of OP Units issued under the company’s Long-Term Incentive Plan. Each LTIP Unit represents a contingent right to receive one OP Unit upon vesting, conditioned on certain tax allocation thresholds being met in the LTIP Unit capital accounts.

When do Scott A. Estes’s EPRT LTIP Units vest?

These LTIP Units vest ratably on the earlier of the first anniversary of the grant date or the first annual stockholders’ meeting after the grant. Vesting is contingent on his continued service on the board through the applicable vesting date.

Do the EPRT LTIP or OP Units reported have an expiration date?

The LTIP Units and underlying OP Units reported for ESSENTIAL PROPERTIES REALTY TRUST, INC. have no expiration date. They remain outstanding subject to the vesting conditions and the partnership agreement provisions described in the filing’s footnotes.