0001476204-23-000134.txt : 20231101 0001476204-23-000134.hdr.sgml : 20231101 20231101171134 ACCESSION NUMBER: 0001476204-23-000134 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231031 FILED AS OF DATE: 20231101 DATE AS OF CHANGE: 20231101 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Edison Jeffrey CENTRAL INDEX KEY: 0001548377 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40594 FILM NUMBER: 231369161 MAIL ADDRESS: STREET 1: 11501 NORTHLAKE DRIVE CITY: CINCINNATI STATE: OH ZIP: 45249 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Phillips Edison & Company, Inc. CENTRAL INDEX KEY: 0001476204 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 271106076 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11501 NORTHLAKE DRIVE CITY: CINCINNATI STATE: OH ZIP: 45249 BUSINESS PHONE: 513-554-1110 MAIL ADDRESS: STREET 1: 11501 NORTHLAKE DRIVE CITY: CINCINNATI STATE: OH ZIP: 45249 FORMER COMPANY: FORMER CONFORMED NAME: PHILLIPS EDISON GROCERY CENTER REIT I, INC. DATE OF NAME CHANGE: 20141205 FORMER COMPANY: FORMER CONFORMED NAME: Phillips Edison Grocery Center REIT I, Inc. DATE OF NAME CHANGE: 20141205 FORMER COMPANY: FORMER CONFORMED NAME: Phillips Edison - ARC Shopping Center REIT Inc. DATE OF NAME CHANGE: 20091105 4 1 wk-form4_1698873083.xml FORM 4 X0508 4 2023-10-31 0 0001476204 Phillips Edison & Company, Inc. PECO 0001548377 Edison Jeffrey 11501 NORTHLAKE DRIVE CINCINNATI OH 45249 1 1 0 0 Chairman and CEO 0 Class C Units 2023-10-31 4 M 0 4799.29 0 D Common Stock 4799.29 0 D Class C Units 2023-10-31 4 M 0 5891.574 0 D Common Stock 5891.574 0 D OP Units 2023-10-31 4 M 0 4799.29 0 A Common Stock 4799.29 3293956.757 D OP Units 2023-10-31 4 M 0 5891.574 0 A Common Stock 5891.574 3299848.331 D OP Units Common Stock 2424405.871 2424405.871 I By Jeffrey Edison Family Trust OP Units Common Stock 1134215.303 1134215.303 I By Edison Properties LLC OP Units Common Stock 500593.389 500593.389 I By Spouse's Family Trust OP Units Common Stock 431233.177 431233.177 I By Edison Family Trust OP Units Common Stock 330666.876 330666.876 I By Edison Ventures Trust OP Units Common Stock 276927.452 276927.452 I By Old 97, Inc OP Units Common Stock 211265.707 211265.707 I By Spouse's Trust OP Units Common Stock 60583.377 60583.377 I By Father's Trust Limited partnership interests ("OP Units") in Phillips Edison Grocery Center Operating Partnership I, L.P., a Delaware limited partnership ("PECO OP") 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. Represents the conversion of vested and earned Class C Units of limited partnership interests ("Class C Units") in PECO OP issued in lieu of cash dividends accrued on the NAV Modifier performance units under the 2018-2020 Performance-Based LTIP. At issuance, the Class C Units did not have full parity with the OP Units, but upon achieving parity with the OP Units under the PECO OP's partnership agreement, based upon capital account balance per unit, and upon satisfaction of any applicable vesting conditions, the Class C Units convert to OP Units on a one-for-one basis. The Class C Units have no expiration date. Represents the conversion of vested and earned Class C Units in PECO OP issued in lieu of cash dividends accrued on the NAV Modifier performance units under the 2019-2021 Performance-Based LTIP. At issuance, the Class C Units did not have full parity with the OP Units, but upon achieving parity with the OP Units under the PECO OP's partnership agreement, based upon capital account balance per unit, and upon satisfaction of any applicable vesting conditions, the Class C Units convert to OP Units on a one-for-one basis. The Class C Units have no expiration date. Reflects total shares held by the entity, and as to which Mr. Edison has shared voting and dispositive power. Mr. Edison disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. /s/ Jennifer Robison, Attorney-in-Fact 2023-11-01