OPINL Form 4: Officer Yael Duffy Sells 1,230 Shares to Cover Taxes

Yael Duffy, President and COO of The RMR Group LLC, reported a Form 4 for OFFICE PROPERTIES INCOME TRUST (symbol OPINL).

Accepted by SEC EDGAR 09/18/2025 - 04:20 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Yael Duffy, President and COO of The RMR Group LLC, reported a Form 4 for OFFICE PROPERTIES INCOME TRUST (symbol OPINL). The filing discloses a transaction on 09/16/2025 in which 1,230 common shares were disposed at an average price of $0.8312 per share. The filing states the sale was the payment of tax liability by withholding securities incident to the vesting of previously issued equity. After the transaction, Duffy beneficially owns 37,078 shares and holds those shares directly. The Form 4 was signed on 09/18/2025.

Positive

• Continued ownership of 37,078 common shares after the transaction, indicating ongoing insider stake
• Clear explanatory disclosure that the disposition was for tax withholding related to vesting, consistent with standard practices

Negative

• Disposition of 1,230 shares on 09/16/2025 (withheld to cover taxes), reducing the reporting person's share count

Insights

Financial Analyst

TL;DR: Insider sold a small number of shares to satisfy tax withholding after equity vesting; remaining direct holdings remain material.

The transaction is routine: 1,230 shares were withheld at $0.8312 each to cover tax obligations tied to vested equity rather than an open-market liquidity sale. The retained position of 37,078 shares indicates continued alignment with shareholder interests. The size of the disposition appears small relative to the reported holding and the explanation provided reduces the likelihood this is a signal of reduced confidence.

Corporate Governance Expert

TL;DR: Reporting is consistent with Rule 16b-3 practices; disclosure properly documents the withholding event and updated beneficial ownership.

The Form 4 identifies the reporting person, role, and provides the required transaction codes and explanation: Code F(1) with a clear statement that securities were withheld to pay tax liability on vested awards. The filing includes the post-transaction beneficial ownership and a dated signature, meeting standard disclosure requirements for insider transactions.

Insider Trade Summary

Exercise Price or Tax Liability: 1,230 shares

Exercise Price or Tax Liability 1 txn

Insider Duffy Yael

Role President and COO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Shares of Beneficial Interest	1,230	$0.8312	$1K

Holdings After Transaction: Common Shares of Beneficial Interest — 37,078 shares (Direct)

Holdings Before and After: Common Shares of Beneficial Interest, 38,308 to 37,078 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.

FAQ

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

What transaction did Yael Duffy report on Form 4 for OPINL?

The Form 4 reports a disposition of 1,230 common shares on 09/16/2025 at an average price of $0.8312 per share.

Why were the 1,230 shares disposed according to the filing?

The filing states the shares were withheld as payment of tax liability incident to the vesting of previously issued equity, per the Explanation of Responses.

How many OPINL shares does Yael Duffy beneficially own after the reported transaction?

After the transaction, the filing reports 37,078 shares beneficially owned, held directly.

What transaction code and dates are shown on the Form 4?

The transaction is coded F(1) with a transaction date of 09/16/2025, and the Form 4 is signed on 09/18/2025.

What is Yael Duffy's role with the issuer as reported on the Form 4?

The Form 4 lists Yael Duffy as an Officer with the title President and COO and a director checkbox is also indicated.

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

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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).

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 MA 02458

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OFFICE PROPERTIES INCOME TRUST [ NASDAQ:OPI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and COO

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025

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 Shares of Beneficial Interest	09/16/2025		F(1)		1,230	D	$0.8312	37,078	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	09/18/2025
	** 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.