ILPT director receives 12,514-share equity award

PORTNOY ADAM D. reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

PORTNOY ADAM D. reported acquisition or exercise transactions in this Form 4 filing.

Industrial Logistics Properties Trust director Adam D. Portnoy received an equity award of 12,514 common shares of beneficial interest. The shares were granted at no cash cost under the company’s equity compensation plan and increase his direct holdings to 212,377 common shares following the award.

Separately, 745,672 common shares are held indirectly by ABP Trust. Mr. Portnoy, as sole trustee, officer and controlling shareholder of ABP Trust, may be deemed a beneficial owner of those shares, but he disclaims beneficial ownership except to the extent of his pecuniary interest.

Insider Trade Summary

Grant/Award: 12,514 shares

Grant/Award 2 txns

Insider PORTNOY ADAM D.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Shares of Beneficial Interest	12,514	$0.00	$0.00
holding	Common Shares of Beneficial Interest	--	--	--

Holdings After Transaction: Common Shares of Beneficial Interest — 212,377 shares (Direct); Common Shares of Beneficial Interest — 745,672 shares (Indirect, See Footnote)

Footnotes (2)

1. F1. Transaction reported is award of shares pursuant to the Issuer's equity compensation plan.
2. F2. These shares are held by ABP Trust; Mr. Portnoy, as the sole trustee, an officer and the controlling shareholder of ABP Trust, may be deemed to be a beneficial owner of these shares, but Mr. Portnoy disclaims such beneficial ownership except to the extent of his pecuniary interest therein.

Key Figures

Equity award size: 12,514 shares Grant price: $0.0000 per share Direct holdings after award: 212,377 shares +1 more

4 metrics

Equity award size 12,514 shares Common Shares of Beneficial Interest granted (code A)

Grant price $0.0000 per share Equity compensation plan award price

Direct holdings after award 212,377 shares Common shares directly owned post-transaction

Indirect ABP Trust holdings 745,672 shares Common shares held by ABP Trust, indirectly attributed

Key Terms

equity compensation plan, beneficial owner, pecuniary interest, Common Shares of Beneficial Interest

4 terms

equity compensation plan financial

"Transaction reported is award of shares pursuant to the Issuer's equity compensation plan."

A plan by which a company gives employees, directors or contractors ownership or the right to buy ownership in the company through stock, options or similar awards — think of promising slices of the company pie as part of someone's pay. It matters to investors because these awards can change the number of shares outstanding, affect reported profits and influence management’s decisions; large or generous plans can dilute existing holders and alter incentives over time.

beneficial owner financial

"may be deemed to be a beneficial owner of these shares"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

pecuniary interest financial

"disclaims such beneficial ownership except to the extent of his pecuniary interest therein"

Common Shares of Beneficial Interest financial

"security_title: Common Shares of Beneficial Interest"

Common Shares of Beneficial Interest are units that represent ownership in a company or organization, like owning a piece of a pie. They give investors voting rights and a chance to share in profits, making them important for those looking to invest and have a say in how the organization is run.

FAQ

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

What insider transaction did ILPT director Adam D. Portnoy report?

Adam D. Portnoy reported receiving 12,514 Industrial Logistics Properties Trust common shares as an equity award. The grant, coded “A” on Form 4, represents a compensation-related acquisition rather than an open-market purchase, and was issued at a stated price of $0.0000 per share.

How many ILPT shares does Adam D. Portnoy hold directly after this Form 4?

After the reported equity award, Adam D. Portnoy directly holds 212,377 Industrial Logistics Properties Trust common shares. This post-transaction figure reflects his personal direct ownership as of the transaction date disclosed in the Form 4 filing, separate from any indirect holdings through other entities.

What are Adam D. Portnoy’s indirect holdings in ILPT through ABP Trust?

ABP Trust holds 745,672 Industrial Logistics Properties Trust common shares as an indirect position associated with Adam D. Portnoy. As sole trustee, officer and controlling shareholder of ABP Trust, he may be deemed a beneficial owner, but disclaims beneficial ownership except for his pecuniary interest.

Was the ILPT share acquisition by Adam D. Portnoy an open-market purchase?

No, the acquisition reported by Adam D. Portnoy was an equity award, not an open-market purchase. The Form 4 lists transaction code “A,” indicating a grant or award of 12,514 common shares under the issuer’s equity compensation plan at a stated price of $0.0000 per share.

What does the Form 4 say about Adam D. Portnoy’s beneficial ownership of ABP Trust’s ILPT shares?

The Form 4 states that ABP Trust holds 745,672 ILPT shares and that Adam D. Portnoy may be deemed their beneficial owner due to his roles at the trust. However, he disclaims beneficial ownership of those shares except to the extent of his pecuniary interest in ABP Trust.

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

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Accepted by SEC EDGAR 06/10/2026 - 06:27 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^*

PORTNOY ADAM D.

(Last) (First) (Middle)

C/O THE RMR GROUP LLC

TWO NEWTON PL., 255 WASH. ST., STE. 300

(Street)

NEWTON MASSACHUSETTS 02458

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Industrial Logistics Properties Trust [ ILPT ]

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)
06/09/2026

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
Common Shares of Beneficial Interest	06/09/2026		A		12,514	A	(1)	212,377	D
Common Shares of Beneficial Interest								745,672	I	See Footnote(2)

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. Transaction reported is award of shares pursuant to the Issuer's equity compensation plan.

2. These shares are held by ABP Trust; Mr. Portnoy, as the sole trustee, an officer and the controlling shareholder of ABP Trust, may be deemed to be a beneficial owner of these shares, but Mr. Portnoy disclaims such beneficial ownership except to the extent of his pecuniary interest therein.

	/s/ Adam D. Portnoy	06/10/2026
	** 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)