Piedmont Realty Trust (NYSE: PDM) CEO reports RSU vesting and tax share delivery

Rhea-AI Filing Summary

Piedmont Realty Trust President and CEO Christopher Brent Smith reported equity compensation activity tied to previously granted deferred stock units. On February 23, 2026, the third 25% of a prior grant vested, converting 33,791 deferred stock units into the same number of shares of PDM common stock at no exercise price.

In connection with this vesting, 15,051 common shares were forfeited and delivered back to Piedmont Realty Trust to satisfy tax withholding obligations, a tax-withholding disposition rather than an open-market sale. After these transactions, Smith directly owned 694,746 shares of common stock and 423,180 restricted stock units.

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

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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^*

Smith Christopher Brent

(Last) (First) (Middle)

5565 GLENRIDGE CONNECTOR

STE. 450

(Street)

ATLANTA GA 30342

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Piedmont Realty Trust, Inc. [ PDM ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & Chief Exec. Off

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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 Stock	02/23/2026		M		33,791	A	(1)(2)	709,797	D
Common Stock	02/23/2026		F		15,051(1)	D	$7.62	694,746	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
Restricted Stock Units	$0(2)	02/23/2026		M			33,791	(1)	(1)	Common Stock	33,791	$0	423,180	D

Explanation of Responses:

1. On February 23, 2023, the reporting person was granted 135,164 deferred stock units, vesting in four equal, annual installments beginning on the anniversary of the grant date. On February 23, 2026, the third 25% of the grant vested (33,791 shares) and were settled in PDM common stock. In connection with this vesting, 15,051 shares were forfeited by the employee and delivered to PDM to satisfy tax withholding obligations.

2. Each deferred stock unit represents a contingent right to receive one share of PDM common stock. Deferred stock units may be settled in cash or common stock at PDM's election.

Remarks:

	/s/ M. Wade Grace III as Attorney-in-Fact for Christopher Brent Smith	02/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did PDM President & CEO Christopher Brent Smith report?

Christopher Brent Smith reported vesting-related equity transactions. On February 23, 2026, 33,791 deferred stock units converted into the same number of Piedmont Realty Trust common shares, while 15,051 shares were withheld and delivered to the company to cover tax withholding obligations tied to the vesting.

How many Piedmont Realty Trust (PDM) shares vested for the CEO in this Form 4?

A total of 33,791 deferred stock units vested and were settled in 33,791 Piedmont Realty Trust common shares. These shares represent the third 25% tranche of a 135,164-unit grant made on February 23, 2023, vesting in four equal annual installments under the equity award terms.

Why were 15,051 PDM shares delivered back to Piedmont Realty Trust?

The 15,051 Piedmont Realty Trust common shares were forfeited and delivered to the company to satisfy tax withholding obligations arising from the vesting of deferred stock units. This is recorded as a tax-withholding disposition, not an open-market sale, and settles the employee’s related tax liability.

What does each deferred stock unit represent for Piedmont Realty Trust (PDM)?

Each deferred stock unit represents a contingent right to receive one share of Piedmont Realty Trust common stock. According to the award terms, these units may be settled either in cash or in common stock, at Piedmont Realty Trust’s election, when the vesting or settlement conditions are met.

What are Christopher Brent Smith’s reported PDM holdings after these transactions?

Following the February 23, 2026 transactions, Christopher Brent Smith directly held 694,746 shares of Piedmont Realty Trust common stock and 423,180 restricted stock units. These figures reflect both the vesting and tax-withholding share delivery associated with the previously granted deferred stock unit award.

Was this PDM Form 4 a stock purchase or a tax-related transaction?

This Form 4 reflects equity award vesting and related tax withholding, not an open-market purchase or sale. Deferred stock units converted into common shares at a zero exercise price, and 15,051 shares were surrendered back to Piedmont Realty Trust solely to cover the associated tax withholding obligation.