0001104659-21-094466.txt : 20210721 0001104659-21-094466.hdr.sgml : 20210721 20210721170125 ACCESSION NUMBER: 0001104659-21-094466 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210721 FILED AS OF DATE: 20210721 DATE AS OF CHANGE: 20210721 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Weil Edward M Jr. CENTRAL INDEX KEY: 0001490448 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38597 FILM NUMBER: 211105153 MAIL ADDRESS: STREET 1: C/O AMERICAN REALTY CAPITAL 405 PARK AVE CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: American Finance Trust, Inc CENTRAL INDEX KEY: 0001568162 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 900929989 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 650 FIFTH AVE STREET 2: 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-415-6500 MAIL ADDRESS: STREET 1: 650 FIFTH AVE STREET 2: 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: American Realty Capital Trust V, Inc. DATE OF NAME CHANGE: 20130129 4 1 tm2122920-1_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-07-21 0 0001568162 American Finance Trust, Inc AFIN 0001490448 Weil Edward M Jr. 650 FIFTH AVE., 30TH FLOOR NEW YORK NY 10019 1 1 0 0 CEO and President LTIP Units 0 2021-07-21 4 D 0 4496796 D Class A Common Stock 4496796 0 I See footnote LTIP Units 0 2021-07-21 4 A 0 8528885 A Class A Common Stock 8528885 8528885 I See footnote Represents units of limited partnership interest designated as "LTIP Units" ("LTIP Units") in American Finance Operating Partnership, L.P. (the "OP"), the operating partnership of American Finance Trust, Inc. (the "Company"), issued to the Company's external advisor, American Finance Advisors, LLC (the "Advisor"), pursuant to the 2018 Advisor Omnibus Incentive Compensation Plan of the Company (the "Advisor Plan"). LTIP Units that are earned also become vested. Any LTIP Units that are not earned will automatically be forfeited without the payment of any consideration by the Company or the OP. If and when the Advisor's capital account with respect to an earned LTIP Unit is equal to the capital account balance of a unit of limited partnership interest in the OP designated as a "Class A Unit" ("Class A Units"), the Advisor, in its sole discretion, will be entitled to convert the earned LTIP Unit into a Class A Unit, which may in turn be redeemed on a one-for-one basis for, at the Company's election, a share of the Company's Class A common stock or the cash equivalent thereof. These LTIP Units could be earned by the Advisor based on the Company's achievement of threshold, target and maximum performance goals based on the Company's absolute and relative total stockholder return over a three-year performance period that ended on July 19, 2021. On July 21, 2021, the compensation committee of the board of directors of the Company determined that the performance goals applicable to these LTIP Units had not been achieved, such that all 4,496,796 of these LTIP Units were not earned, and were thus automatically forfeited effective as of July 19, 2021 without the payment of any consideration by the Company or the OP. The reporting person is the chief executive officer, and also holds a non-controlling equity interest in, the entities that own and control the Advisor. The Advisor holds the reported securities. The reporting person disclaims beneficial ownership of the securities held by the Advisor except to the extent of his pecuniary interest therein. These LTIP Units may be earned by the Advisor based on the Company's achievement of threshold, target and maximum performance goals based on the Company's absolute and relative total stockholder return over a performance period commencing on July 20, 2021 and ending on the earliest of (i) July 20, 2024, (ii) the effective date of any Change of Control (as defined in the Advisor Plan) and (iii) the effective date of any termination of the Advisor's service as advisor of the Company. /s/ Edward M. Weil, Jr. 2021-07-21