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Rexford (REXR) COO discloses LTIP grant, vesting and share holdings

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Rexford Industrial Realty, Inc. filed an initial ownership report for Chief Operating Officer John Nahas, detailing his equity interests in the company and its operating partnership. This filing does not show any recent share purchases or sales, only current holdings and award terms.

Nahas holds LTIP Units in Rexford Industrial Realty, L.P. that are economically tied to 25,190 underlying shares of common stock, with a stated exercise price of $0.00. He also directly holds 23,260 shares of common stock, issued under the company’s 2013 Incentive Award Plan, of which 17,950 shares are unvested.

The LTIP Units were granted on January 16, 2026 under the plan and can, over time and upon certain conditions in the partnership agreement, achieve full parity with OP Units. Once vested and at parity, they may be converted into OP Units on a one-for-one basis and then redeemed for an equivalent number of Rexford common shares or cash, at the company’s election. The LTIP Units are scheduled to vest in four equal annual installments on January 16 of 2027, 2028, 2029 and 2030, with potential earlier vesting upon certain employment terminations or a change in control as described in the award agreement.

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Insider Nahas John
Role Chief Operating Officer
Type Security Shares Price Value
holding LTIP Units -- -- --
holding Common Stock, par value $0.01 -- -- --
Holdings After Transaction: LTIP Units — 25,190 shares (Direct); Common Stock, par value $0.01 — 23,260 shares (Direct)
Footnotes (1)
  1. All shares of common stock reported were issued pursuant to the Third Amended and Restated Rexford Industrial Realty, Inc. and Rexford Industrial Realty, L.P. 2013 Incentive Award Plan (the "Plan"). Of the shares reported, 17,950 shares are unvested. LTIP Units are a class of limited partnership units in Rexford Industrial Realty, L.P. (the "Operating Partnership"). Initially, the LTIP Units do not have full parity with common limited partnership units of the Operating Partnership ("OP Units") with respect to liquidating distributions. However, upon the occurrence of certain events described in the Operating Partnership's partnership agreement, the LTIP Units can over time achieve full parity with the OP Units for all purposes. If such parity is reached, vested LTIP Units may be converted into an equal number of OP Units on a one for one basis at any time at the request of the Reporting Person or the general partner of the Operating Partnership. OP Units are redeemable by the holder for an equivalent number of shares of the Issuer's common stock or for the cash value of such shares, at the Issuer's election. (Continued from Footnote 1) Represents LTIP Units granted on January 16, 2026 pursuant to the Plan. The LTIP Units will vest in four equal annual installments on January 16 of 2027, 2028, 2029 and 2030, subject to earlier vesting upon certain terminations of the Reporting Person's employment or a change in control of the Issuer, in each case as described in the applicable award agreement.
Underlying LTIP shares 25,190 shares Underlying common stock for LTIP Units held by COO
Common shares held 23,260 shares Direct Rexford common stock held by COO
Unvested common shares 17,950 shares Portion of COO’s common stock that remains unvested
LTIP exercise price $0.00 Stated exercise or conversion price for LTIP Units
LTIP vesting schedule start January 16, 2027 First of four annual vesting dates for LTIP Units
LTIP Units financial
"LTIP Units are a class of limited partnership units in Rexford Industrial Realty, L.P."
LTIP units are awards given to executives and employees as part of a long-term incentive plan; they act like deferred bonuses that convert into company shares or cash only if the business meets set performance or time requirements. Investors care because LTIP units tie management pay to future results, can increase the number of outstanding shares (dilution) when they vest, and create ongoing compensation expense that can affect earnings and shareholder value.
OP Units financial
"Initially, the LTIP Units do not have full parity with common limited partnership units of the Operating Partnership ("OP Units")"
OP units are ownership stakes in an operating partnership that sits beneath a public parent company, commonly used by real estate and energy firms to hold assets and distributions. Think of them like special shares in a subsidiary: they give economic rights to profits and cash payouts but are structured differently from the parent’s common stock, so investors watch OP unit issuance because it can change the effective ownership, future distributions, and potential dilution of the parent company’s equity.
2013 Incentive Award Plan financial
"All shares of common stock reported were issued pursuant to the Third Amended and Restated Rexford Industrial Realty, Inc. and Rexford Industrial Realty, L.P. 2013 Incentive Award Plan"
change in control financial
"subject to earlier vesting upon certain terminations of the Reporting Person's employment or a change in control of the Issuer"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Nahas John

(Last)(First)(Middle)
11620 WILSHIRE BOULEVARD
SUITE 1000

(Street)
LOS ANGELES CALIFORNIA 90025

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2026
3. Issuer Name and Ticker or Trading Symbol
Rexford Industrial Realty, Inc. [ REXR ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Operating Officer
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.0123,260(1)D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
LTIP Units(2) (2)(3) (2)(3)Common Stock, par value $0.0125,190(2)(3)D
Explanation of Responses:
1. All shares of common stock reported were issued pursuant to the Third Amended and Restated Rexford Industrial Realty, Inc. and Rexford Industrial Realty, L.P. 2013 Incentive Award Plan (the "Plan"). Of the shares reported, 17,950 shares are unvested.
2. LTIP Units are a class of limited partnership units in Rexford Industrial Realty, L.P. (the "Operating Partnership"). Initially, the LTIP Units do not have full parity with common limited partnership units of the Operating Partnership ("OP Units") with respect to liquidating distributions. However, upon the occurrence of certain events described in the Operating Partnership's partnership agreement, the LTIP Units can over time achieve full parity with the OP Units for all purposes. If such parity is reached, vested LTIP Units may be converted into an equal number of OP Units on a one for one basis at any time at the request of the Reporting Person or the general partner of the Operating Partnership. OP Units are redeemable by the holder for an equivalent number of shares of the Issuer's common stock or for the cash value of such shares, at the Issuer's election.
3. (Continued from Footnote 1) Represents LTIP Units granted on January 16, 2026 pursuant to the Plan. The LTIP Units will vest in four equal annual installments on January 16 of 2027, 2028, 2029 and 2030, subject to earlier vesting upon certain terminations of the Reporting Person's employment or a change in control of the Issuer, in each case as described in the applicable award agreement.
Remarks:
Exhibit List: Exhibit 24 - Power of Attorney
/s/ John Nahas04/10/2026
** 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 5 (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 3: SEC 1473 (03-26)

FAQ

What does Rexford Industrial (REXR) disclose about COO John Nahas’s equity holdings?

Rexford Industrial reports that COO John Nahas holds 25,190 LTIP Units tied to common stock and 23,260 shares of common stock. All were issued under the company’s 2013 Incentive Award Plan, providing him with both direct shares and partnership-based equity exposure.

How many unvested Rexford (REXR) shares does COO John Nahas currently hold?

The filing states that 17,950 of John Nahas’s Rexford common shares are unvested. These shares were issued under the 2013 Incentive Award Plan and will become fully owned only as vesting conditions tied to time and employment or other events are satisfied.

What are LTIP Units reported for Rexford Industrial (REXR) COO John Nahas?

LTIP Units are a class of limited partnership units in Rexford Industrial Realty, L.P. Initially they lack full parity with OP Units, but upon specified events they can gain parity and, once vested, be converted into OP Units and then redeemed for Rexford common stock or cash.

When do John Nahas’s Rexford (REXR) LTIP Units vest according to the filing?

The LTIP Units granted to John Nahas on January 16, 2026 vest in four equal annual installments on January 16 of 2027, 2028, 2029 and 2030. They may vest earlier upon certain employment terminations or a change in control under the applicable award agreement.

Can Rexford (REXR) LTIP Units held by COO John Nahas convert into common stock?

Yes. If the LTIP Units achieve full parity with OP Units under the partnership agreement and are vested, they may be converted into an equal number of OP Units. Those OP Units are redeemable for an equivalent number of Rexford common shares or cash, at the company’s election.

Are there any recent Rexford (REXR) share purchases or sales by COO John Nahas in this filing?

The Form 3 focuses on John Nahas’s existing holdings and award terms and does not report new purchases or sales. It lists LTIP Units and common stock positions, functioning as an initial ownership statement rather than a record of trading activity.