Plymouth Industrial REIT (PLYM) CFO details PSU acceleration and tax share sale
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Plymouth Industrial REIT’s president and CFO reported equity transactions tied to accelerated performance stock units and a related tax sale. On 12/18/2025, the reporting person exercised multiple performance stock unit awards into common stock at an exercise price of $0, adding blocks of 11,609, 20,793, and 98,496 shares. Following these conversions, the person directly owned 216,044 common shares.
On 12/19/2025, the officer sold 88,730 common shares at $21.86 per share in a sell-to-cover transaction to satisfy tax withholding obligations. The filing explains that PSU vesting was accelerated under an Acceleration and Repayment Agreement in connection with a proposed merger with PIR Industrial REIT LLC and to mitigate potential impacts of Sections 280G and 4999 of the Internal Revenue Code.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 88,730 shares ($1,939,638)
Net Sell
7 txns
Insider
Saladino Anthony
Role
President and CFO
Sold
88,730 shs ($1.94M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 88,730 | $21.86 | $1.94M |
| Exercise | Performance Stock Units | 11,609 | $0.00 | -- |
| Exercise | Performance Stock Units | 20,793 | $0.00 | -- |
| Exercise | Performance Stock Units | 49,248 | $0.00 | -- |
| Exercise | Common Stock | 11,609 | $0.00 | -- |
| Exercise | Common Stock | 20,793 | $0.00 | -- |
| Exercise | Common Stock | 98,496 | $0.00 | -- |
Holdings After Transaction:
Common Stock — 127,314 shares (Direct);
Performance Stock Units — 70,041 shares (Direct)
Footnotes (1)
- The amount reported herein reflects 200% of target level for the performance stock units ("PSUs") granted on April 24, 2025 based on (i) anticipated performance determined as of the anticipated effective time of the proposed merger of the Issuer with and into PIR Industrial REIT LLC pursuant to that certain Agreement and Plan of Merger by and between the Issuer, Plymouth Industrial OP, LP, PIR Ventures LP, PIR Industrial REIT LLC, and PIR Industrial OP LLC (the "Merger Agreement") and (ii) and as if such PSUs remained outstanding and eligible to vest as of such effective time. Reflects the number of shares sold by the Reporting Person pursuant to a "sell-to-cover" transaction to satisfy the tax withholding obligations in connection with the accelerating vesting of outstanding restricted stock awards and the accelerating vesting and settlement of outstanding PSUs pursuant to that certain Acceleration and Repayment Agreement, dated December 5, 2025, by and between the Issuer and the Reporting Person (the "Acceleration and Repayment Agreement"). These sales do not represent discretionary trades by the Reporting Person. Each PSU represents a contingent right to receive one share of the Issuer's common stock. On June 15, 2023, the Reporting Person was granted a target amount of 11,609 PSUs, which were eligible to be earned by the Reporting Person based on metrics in respect of the Issuer's stockholder return, as set forth in the applicable award agreement by and between the Issuer and the Reporting Person, over a three-year period ending at the end of fiscal year 2025. In connection with the execution by the Issuer of the Acceleration and Repayment Agreement, the vesting of such awards was accelerated to mitigate the potential impact of Sections 280G and Section 4999 of the Internal Revenue Code of 1986, as amended (the "Code") on the Issuer and the Reporting Person in connection with the transactions contemplated by the Merger Agreement, with such acceleration to be effective on or before December 30, 2025, but no earlier than December 17, 2025. On April 15, 2024, the Reporting Person was granted a target amount of 20,793 PSUs, which were eligible to be earned by the Reporting Person based on metrics in respect of the Issuer's stockholder return, as set forth in the applicable award agreement by and between the Issuer and the Reporting Person, over a three-year period ending at the end of fiscal year 2026. In connection with the execution by the Issuer of the Acceleration and Repayment Agreement, the vesting of such awards was accelerated to mitigate the potential impact of Sections 280G and Section 4999 of the Code on the Issuer and the Reporting Person in connection with the transactions contemplated by the Merger Agreement, with such acceleration to be effective on or before December 30, 2025, but no earlier than December 17, 2025. On April 24, 2025, the Reporting Person was granted a target amount of 49,248 PSUs, which were eligible to be earned by the Reporting Person based on metrics in respect of the Issuer's stockholder return, as set forth in the applicable award agreement by and between the Issuer and the Reporting Person, over a three-year period ending at the end of fiscal year 2027. In connection with the execution by the Issuer of Acceleration and Repayment Agreement, the vesting of such awards was accelerated to mitigate the potential impact of Sections 280G and Section 4999 of the Code on the Issuer and the Reporting Person in connection with the transactions contemplated by the Merger Agreement, with such acceleration to be effective on or before December 30, 2025, but no earlier than December 17, 2025.
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