Essential Properties grants 67,476 units to CFO

EPRT’s CFO received 67,476 LTIP partnership units that can later be exchanged one-for-one into OP Units and potentially common stock, subject to vesting and tax conditions.

Rhea-AI Filing Summary

ESSENTIAL PROPERTIES REALTY TRUST, INC. (symbol: EPRT) is the issuer of record for a Form 4 filing submitted to the SEC. Salisbury Robert Webb reported acquisition or exercise transactions in this Form 4 filing.

ESSENTIAL PROPERTIES REALTY TRUST, INC. (EPRT) reported that its Executive VP, CFO and CSO, Robert Webb Salisbury, received a grant of 67,476 LTIP Units, a special class of OP Units in Essential Properties, L.P., on September 9, 2026. These LTIP Units each represent a contingent right to receive one OP Unit, which is redeemable for cash or, at the company’s election, exchangeable into one share of common stock, in each case subject to anti-dilution adjustments. Following this grant, Salisbury holds 83,324 OP Units directly. The LTIP Units vest in one-half annual installments on each of the third and fourth anniversaries of September 9, 2026, subject to continued employment, and no Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Grant/Award: 67,476 shares

Grant/Award 1 txn

Insider Salisbury Robert Webb

Role Executive VP, CFO and CSO

Type	Security	Shares	Price	Value
Grant/Award	OP Units F1, F2, F3	67,476	$0.00	$0.00

Holdings After Transaction: OP Units — 83,324 contracts (Direct)

Footnotes (3)

1. F1. 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. F2. 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. F3. These LTIP Units vest in one-half annual installments on each of the third and fourth anniversaries of September 9, 2026, subject to the reporting person's continued employment by the Company through the applicable vesting date. There is no expiration date for the LTIP Units or OP Units.

Key Figures

LTIP Units granted: 67,476 units OP Units underlying LTIP Units: 67,476 OP Units OP Units held after transaction: 83,324 OP Units +2 more

5 metrics

LTIP Units granted 67,476 units Grant or award on September 9, 2026 to Executive VP, CFO and CSO

OP Units underlying LTIP Units 67,476 OP Units Each LTIP Unit represents the contingent right to receive one OP Unit upon vesting

OP Units held after transaction 83,324 OP Units Direct holdings of the reporting person following the grant

Exchange ratio OP Units to common stock 1 OP Unit : 1 share OP Units may be exchanged for one share of EPRT common stock, subject to anti-dilution adjustments

Vesting schedule Two installments LTIP Units vest in one-half annual installments on the third and fourth anniversaries of September 9, 2026

Key Terms

OP Units, LTIP Units, Long-Term Incentive Plan, anti-dilution adjustments

4 terms

OP Units financial

"The 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

"a special class of OP Units issued ... pursuant to its Partnership Agreement and the Company's Long-Term Incentive Plan"

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transaction did EPRT report for its CFO on this Form 4?

EPRT reported that Executive VP, CFO and CSO Robert Webb Salisbury acquired 67,476 LTIP Units, a special class of OP Units in Essential Properties, L.P., on September 9, 2026 as a grant or award.

How many OP Units does the EPRT CFO hold after this transaction?

After the reported grant, Robert Webb Salisbury directly holds 83,324 OP Units of Essential Properties, L.P., which is the operating partnership through which EPRT holds substantially all of its assets and conducts its operations.

What are LTIP Units in the context of EPRT (EPRT)?

For EPRT, each LTIP Unit is a special class of OP Unit issued under the partnership agreement and Long-Term Incentive Plan, representing a contingent right to receive one OP Unit upon vesting, conditioned on minimum capital account allocations for federal income tax purposes.

When do the EPRT CFO’s LTIP Units vest?

The LTIP Units granted to EPRT’s CFO vest in one-half annual installments on each of the third and fourth anniversaries of September 9, 2026, subject to his continued employment with the company through each vesting date.

Can the EPRT CFO’s OP Units be converted into common stock?

Yes. Each OP Unit is redeemable by the holder for cash or, at EPRT’s election, may be exchanged for one share of the company’s common stock at a one-to-one ratio, subject to anti-dilution adjustments.

Is the EPRT CFO’s Form 4 transaction under a Rule 10b5-1 plan?

No. The filing shows the Rule 10b5-1 checkbox as not checked, and there is no footnote indicating that this grant was made pursuant to a Rule 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/10/2026 - 06:59 PM Accepted by SEC EDGAR 09/10/2026 - 06:58 PM Learn about SEC filing dates

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^*

Salisbury Robert Webb

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive VP, CFO and CSO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2026

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

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
OP Units(1)(2)	(1)(2)	09/09/2026		A		67,476(2)		(1)(2)(3)	(3)	Common Stock	67,476(1)(2)	$0	83,324	D

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 in one-half annual installments on each of the third and fourth anniversaries of September 9, 2026, subject to the reporting person's continued employment by the Company through the applicable 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 January 12, 2026.)

	/s/ Timothy J. Earnshaw, attorney-in-fact	09/10/2026
	** 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)