Peakstone Realty Trust (PKST) CEO’s 703,116 shares cancelled for $21 cash in merger

Rhea-AI Filing Summary

Peakstone Realty Trust CEO and President Michael J. Escalante reported a disposition of 703,116 shares of Common Stock on May 6, 2026. These shares, including unvested restricted stock units, were cancelled and converted into the right to receive $21.00 per share in cash at the Company Merger Effective Time under the Merger Agreement. Following this transaction, Escalante reported no remaining directly held common shares and no derivative positions in this filing.

Insights

Insider transactions analyst

CEO’s entire equity position was cashed out for $21 per share in a merger-related cancellation.

The filing shows Michael J. Escalante’s 703,116 Peakstone Realty Trust common shares and unvested restricted stock units were cancelled and converted into a cash right of $21.00 per share at the Company Merger Effective Time. This is classified as a disposition to the issuer, not an open-market trade.

After the transaction, Escalante reported zero directly held common shares and no derivative holdings in this filing, indicating his reported equity stake was fully converted to cash in connection with the merger. The economic impact for him is significant, but the event appears mechanical and merger-driven rather than a discretionary market sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider ESCALANTE MICHAEL J

Role CEO and President

Type	Security	Shares	Price	Value
Disposition	Common Stock	703,116	$21.00	$14.77M

Holdings After Transaction: Common Stock — 0 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares disposed: 703,116 shares Cash value per share: $21.00 per share Total cash consideration: $14,765,436 +1 more

4 metrics

Shares disposed 703,116 shares Common Stock and unvested RSUs cancelled at Company Merger Effective Time

Cash value per share $21.00 per share Cash right received for each cancelled share/RSU under Merger Agreement

Total cash consideration $14,765,436 703,116 cancelled shares and RSUs at $21.00 per share

Shares held after transaction 0 shares Directly held Peakstone Realty Trust common stock post-disposition

Key Terms

Disposition to issuer, Merger Agreement, restricted stock units, Company Merger Effective Time

4 terms

Disposition to issuer financial

"This is classified as a disposition to the issuer, not an open-market trade."

Merger Agreement financial

"in accordance with the terms of the Merger Agreement as defined and disclosed"

A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.

restricted stock units financial

"Represents shares of common stock and unvested restricted stock units that were cancelled"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Company Merger Effective Time financial

"to receive an amount in cash equal to $21.00 per share at the Company Merger Effective Time"

Form 4 Insider Transactions: What Each Field Means →

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

X

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^*

ESCALANTE MICHAEL J

(Last) (First) (Middle)

1520 E. GRAND AVE

(Street)

EL SEGUNDO CALIFORNIA 90245

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Peakstone Realty Trust [ PKST ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

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 Stock	05/06/2026		D(1)		703,116	D	$21	0	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. Represents shares of common stock and unvested restricted stock units that were cancelled and converted into the right to receive an amount in cash equal to $21.00 per share at the Company Merger Effective Time in accordance with the terms of the Merger Agreement as defined and disclosed in the Company's Proxy Statement filed with the Securities and Exchange Commission on March 16, 2026.

	/s/ Michael J. Escalante	05/06/2026
	** 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)

FAQ

What insider transaction did Peakstone Realty Trust (PKST) report for its CEO?

Peakstone Realty Trust reported that CEO Michael J. Escalante disposed of 703,116 common shares. These shares, including unvested restricted stock units, were cancelled and converted into a cash right at $21.00 per share at the Company Merger Effective Time.

Was the PKST CEO’s Form 4 transaction an open-market sale or merger-related event?

The transaction was merger-related, not an open-market sale. The shares and unvested restricted stock units were cancelled and converted into a right to receive $21.00 per share in cash at the Company Merger Effective Time, as described in the footnote.

How many Peakstone Realty Trust shares did the CEO dispose of and at what value?

Michael J. Escalante disposed of 703,116 Peakstone Realty Trust common shares. Each share, including those underlying unvested restricted stock units, was converted into a cash right valued at $21.00 per share under the merger terms disclosed in the filing.

What are the CEO’s reported Peakstone Realty Trust holdings after this Form 4 transaction?

Following the transaction, Michael J. Escalante reported zero directly held Peakstone Realty Trust common shares. The filing also shows no remaining derivative positions, indicating his reported equity stake was fully converted into cash at the merger effective time.

How does the Form 4 describe the nature of the PKST CEO’s transaction?

The Form 4 characterizes the event as a disposition to the issuer. It explains that the common stock and unvested restricted stock units were cancelled and exchanged for a cash right of $21.00 per share in connection with the Company Merger Effective Time.

What role does the Merger Agreement play in the PKST CEO’s equity cancellation?

The Merger Agreement governs the treatment of the CEO’s equity. According to the filing, his common stock and unvested restricted stock units were cancelled and converted into a cash right at $21.00 per share at the Company Merger Effective Time, consistent with that agreement.