ILPT CEO has 16,275 shares withheld for taxes

Available on EDGAR 09/21/2026 - 04:45 PM EDT Accepted by SEC EDGAR 09/21/2026 - 04:44 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Industrial Logistics Properties Trust (ILPT) reported that President and CEO Yael Duffy had 16,275 Common Shares of Beneficial Interest withheld on September 17, 2026 to satisfy tax liability upon vesting of equity awards, at a value of $7.75 per share as reported.

This withholding was a payment of tax liability under Rule 16b-3 and not an open-market sale. After this transaction, Duffy directly held 109,588 shares. No Rule 10b5-1 trading plan is reported for this transaction.

Insider Trade Summary

Tax Withholding: 16,275 shares

Tax Withholding 1 txn

Insider Duffy Yael

Role President and CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Shares of Beneficial Interest F1	16,275	$7.75	$126K

Holdings After Transaction: Common Shares of Beneficial Interest — 109,588 shares (Direct)

Holdings Before and After: Common Shares of Beneficial Interest, 125,863 to 109,588 shares (Direct)

Footnotes (1)

1. F1. Payment of tax liability by withholding securities incident to the vesting of the security issued in accordance with Rule 16b-3.

Key Figures

Shares withheld for tax liability: 16,275 shares Reported per-share value: $7.75 per share Shares held after transaction: 109,588 shares

3 metrics

Shares withheld for tax liability 16,275 shares Withheld on September 17, 2026 to pay tax liability on vesting

Reported per-share value $7.75 per share Value used for the 16,275 withheld shares

Shares held after transaction 109,588 shares Direct holdings of CEO after the September 17, 2026 withholding

Key Terms

Common Shares of Beneficial Interest, Rule 16b-3, tax liability

3 terms

Common Shares of Beneficial Interest financial

"security titled "Common Shares of Beneficial Interest" was involved"

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.

Rule 16b-3 regulatory

"issued in accordance with Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

tax liability financial

"Payment of tax liability by withholding securities"

FAQ

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

What did ILPT CEO Yael Duffy report on this Form 4?

The Form 4 reports that 16,275 Common Shares of Beneficial Interest of Industrial Logistics Properties Trust (ILPT) were withheld on September 17, 2026 to pay tax liability associated with the vesting of equity awards under Rule 16b-3.

Was the ILPT Form 4 transaction an open-market sale?

No. The footnote states the transaction was a payment of tax liability by withholding securities incident to vesting under Rule 16b-3, meaning it was not an open-market sale but an administrative tax-withholding event.

How many ILPT shares were withheld and at what price?

A total of 16,275 shares of Industrial Logistics Properties Trust were withheld at a reported value of $7.75 per share to cover the CEO’s tax liability arising from equity award vesting.

How many ILPT shares does the CEO hold after this transaction?

After the withholding transaction, President and CEO Yael Duffy directly held 109,588 ILPT shares, as reported in the post-transaction holdings field on the Form 4.

Was a Rule 10b5-1 trading plan used for this ILPT transaction?

No. The filing’s Rule 10b5-1 checkbox is marked in a way that indicates no Rule 10b5-1 trading plan applies to this reported tax-withholding transaction.

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

Duffy Yael

(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
X	Officer (give title below)		Other (specify below)
	President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/17/2026

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	09/17/2026		F(1)		16,275	D	$7.75	109,588	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. Payment of tax liability by withholding securities incident to the vesting of the security issued in accordance with Rule 16b-3.

	/s/ Yael Duffy	09/21/2026
	** 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)