Phillips Edison (NYSE: PECO) president receives Class B Unit grant and OP Unit conversions

Rhea-AI Filing Summary

Phillips Edison & Company, Inc. President Robert F. Myers reported multiple equity-related transactions involving partnership interests on March 1, 2026. He received a grant of 13,238 Class B Units in Phillips Edison Grocery Center Operating Partnership I, L.P. under the company’s long term incentive plan. These Class B Units generally vest in annual installments over several years, with specific tranches scheduled to vest between March 1, 2027 and March 1, 2029, subject to continued service.

The filing also shows several exercises and conversions of previously granted Class B Units into OP Units, including transactions involving 2,811, 2,770, 3,379, 3,360, and 1,149.261 Class B Units, as well as corresponding issuances of 12,320 and 1,149.261 OP Units. According to the disclosure, OP Units are exchangeable at the holder’s election for cash equal to the fair market value of one share of common stock or, at the operating partnership’s option, one share of common stock on a one-for-one basis.

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

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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^*

Myers Robert F.

(Last) (First) (Middle)

11501 NORTHLAKE DRIVE

(Street)

CINCINNATI OH 45249

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Phillips Edison & Company, Inc. [ PECO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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

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
Class B Units	(1)(2)	03/01/2026		A(1)		13,238		(2)(3)	(1)(2)	Common Stock	13,238	$0	13,238(3)	D
Class B Units	(2)(4)	03/01/2026		M(4)			2,811	(2)(4)	(2)(4)	Common Stock	2,811	$0	0	D
Class B Units	(2)(4)	03/01/2026		M(4)			2,770	(2)(5)	(2)(4)	Common Stock	2,770	$0	2,770(5)	D
Class B Units	(2)(4)	03/01/2026		M(4)			3,379	(2)(6)	(2)(4)	Common Stock	3,379	$0	6,759(6)	D
Class B Units	(2)(4)	03/01/2026		M(4)			3,360	(2)(7)	(2)(4)	Common Stock	3,360	$0	10,081(7)	D
OP Units	(2)(4)	03/01/2026		M(4)		12,320		(2)	(2)	Common Stock	12,320	$0	303,559.472	D
Class B Units	(2)(8)	03/01/2026		M(8)			1,149.261	(2)(8)	(2)(8)	Common Stock	1,149.261	$0	0	D
OP Units	(2)(8)	03/01/2026		M(8)		1,149.261		(2)	(2)	Common Stock	1,149.261	$0	304,708.733	D

Explanation of Responses:

1. Represents the grant of Class B Units of limited partnership interests ("Class B Units") in Phillips Edison Grocery Center Operating Partnership I, L.P., a Delaware limited partnership ("PECO OP"), under the Issuer's long term incentive plan. The Class B Units vest in four equal annual installments on the anniversary of the date of grant, subject to continued service. At issuance, the Class B Units do not have full parity with common units of limited partnership interest in PECO OP ("OP Units") with respect to liquidating distributions, but upon the occurrence of certain events described in PECO OP's partnership agreement, based upon capital account balance per unit, could over time achieve full parity with the OP Units for all purposes. Upon vesting and achieving full parity with OP Units, the Class B Units convert into an equal number of OP Units. The Class B Units have no expiration date.

2. OP Units are exchangeable, at the election of the holder, for cash equal to the fair market value of one share of the Issuer's Common Stock or, at the option of PECO OP, shares of the Issuer's Common Stock on a one-for-one basis, and have no expiration date and are not subject to vesting.

3. Represents the grant of Class B Units that vest in four equal annual installments on the anniversary of the date of grant, subject to continued service with the Company.

4. Represents the vesting of Class B Units in PECO OP, previously issued as long term incentive compensation pursuant to the Issuer's equity based compensatory programs. At issuance, the Class B Units were subject to vesting, and did not have full parity with OP Units, but upon the occurrence of certain events described in PECO OP's partnership agreement, based upon capital account balance per unit, could over time achieve full parity with the OP Units for all purposes. Upon vesting, having previously achieved full parity with OP Units, the Class B Units were converted into an equal number of OP Units. The Class B Units have no expiration date.

5. Represents the total Class B Units that have the same grant date, vesting provisions and other terms. These Class B Units will vest in full on March 1, 2027, subject to continued service with the Company.

6. Represents the total Class B Units that have the same grant date, vesting provisions and other terms. These Class B Units will vest in increments of 3,379 units on March 1, 2027, and 3,380 units on March 1, 2028, subject to continued service with the Company.

7. Represents the total Class B Units that have the same grant date, vesting provisions and other terms. These Class B Units will vest in increments of 3,360 units on March 1, 2027, and March 1, 2028, and 3,361 units on March 1, 2029, subject to continued service with the Company.

8. Represents the conversion to OP Units of vested and earned Class B Units in PECO OP, previously issued as long term incentive compensation pursuant to the Issuer's equity based compensatory programs. At issuance, the Class B Units did not have full parity with the OP Units, but upon the occurrence of certain events described in PECO OP's partnership agreement, based upon capital account balance per unit, could over time achieve full parity with the OP Units for all purposes. Having achieved full parity with the OP Units, the Class B Units were converted into an equal number of OP Units. The Class B Units have no expiration date.

Remarks:

	/s/ Jennifer Robison, Attorney-in-Fact	03/03/2026
	** Signature of Reporting Person	Date
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FAQ

What did PECO President Robert F. Myers report in this Form 4 filing?

Robert F. Myers reported a grant and multiple conversions of equity-linked partnership interests. He received 13,238 Class B Units and converted several previously granted Class B Units into OP Units, all as part of the company’s long term incentive and equity-based compensation programs.

How many Class B Units were granted to Robert F. Myers of PECO?

Robert F. Myers was granted 13,238 Class B Units in the operating partnership. These units were awarded under Phillips Edison & Company’s long term incentive plan and are subject to service-based vesting over several years according to the vesting schedules described in the disclosure.

When do the newly granted PECO Class B Units for Robert F. Myers vest?

The Class B Units vest in equal annual installments over multiple years. Certain tranches are scheduled to vest on March 1, 2027, March 1, 2028, and March 1, 2029, with vesting in each case conditioned on Mr. Myers’ continued service with the company.

What are OP Units in the Phillips Edison (PECO) structure and how are they treated?

OP Units are common units of limited partnership interest in the operating partnership. According to the disclosure, OP Units are exchangeable at the holder’s election for cash equal to the fair market value of one share of common stock or, at the partnership’s option, one share of common stock on a one-for-one basis.

How do PECO Class B Units relate to OP Units for Robert F. Myers?

Class B Units begin without full parity with OP Units but can achieve parity over time based on capital account conditions. Once vested and at full parity, each Class B Unit converts into one OP Unit, aligning the economic interests of the award with common OP Unit holders.

Were any sales of Phillips Edison (PECO) securities reported by Robert F. Myers?

No sales were reported in this filing. All transactions disclosed were grants or exercises and conversions of Class B Units into OP Units, reflecting equity awards and related vesting activity rather than open-market or cash sale transactions of Phillips Edison & Company’s securities.