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Peakstone Realty Trust (PKST) director’s 17,648 shares cancelled for $21 cash in merger

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Peakstone Realty Trust director Carrie DeWees disposed of her remaining common stock as part of a merger-related cash-out. On the Company Merger Effective Time, 17,648 shares of common stock and unvested restricted stock units were cancelled and converted into the right to receive $21.00 per share in cash under the Merger Agreement. Following this transaction, DeWees reported holding no Peakstone common shares directly.

Positive

  • None.

Negative

  • None.
Insider DeWees Carrie
Role null
Type Security Shares Price Value
Disposition Common Stock 17,648 $21.00 $371K
Holdings After Transaction: Common Stock — 0 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Shares disposed 17,648 shares Common stock and unvested RSUs cancelled at Company Merger Effective Time
Cash per share $21.00 per share Consideration for each cancelled share/RSU under Merger Agreement
Shares after transaction 0 shares Direct Peakstone common stock holdings following the disposition
Transaction date May 6, 2026 Form 4 transaction date for disposition to issuer
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.
Merger Agreement regulatory
"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.
Company Merger Effective Time regulatory
"converted into the right to receive an amount in cash equal to $21.00 per share at the Company Merger Effective Time"
Disposition to issuer regulatory
"transaction_code_description": "Disposition to issuer""
SEC Form 4
FORM 4UNITED 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*
DeWees Carrie

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/06/2026D(1)17,648D$210D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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/ Javier F. Bitar, attorney-in-fact05/06/2026
** Signature of Reporting PersonDate
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 Carrie DeWees?

Peakstone Realty Trust reported that director Carrie DeWees disposed of 17,648 shares of common stock and related unvested restricted stock units. These equity awards were cancelled at the Company Merger Effective Time and converted into a cash right under the Merger Agreement.

At what price were Carrie DeWees’s Peakstone (PKST) shares cashed out?

Each cancelled Peakstone common share and related unvested restricted stock unit entitled Carrie DeWees to receive $21.00 in cash. This cash consideration was determined under the Merger Agreement and became effective at the Company Merger Effective Time referenced in the filing footnote.

How many Peakstone (PKST) shares did Carrie DeWees hold after this Form 4 transaction?

After the transaction reported on this Form 4, Carrie DeWees reported owning zero Peakstone common shares directly. Her 17,648 shares and associated unvested restricted stock units were cancelled and converted into a cash right at $21.00 per share under the merger terms.

What does the Form 4 mean by a ‘Disposition to issuer’ for Peakstone (PKST)?

The Form 4 classifies the event as a “Disposition to issuer,” meaning the shares and unvested restricted stock units were surrendered back to Peakstone. In return, Carrie DeWees received a contractual cash right of $21.00 per share at the Company Merger Effective Time.

How is the Company Merger Effective Time relevant to this Peakstone (PKST) Form 4?

The Company Merger Effective Time is when Carrie DeWees’s Peakstone shares and unvested restricted stock units were cancelled and converted. At that moment, they became a right to receive $21.00 per share in cash, consistent with the Merger Agreement disclosed in the company’s proxy statement.