Pacini Raymond J 4
4 · MODIV INDUSTRIAL, INC. · Filed Feb 5, 2025
Insider Transaction Report
Form 4
Transactions
- Gift
Class X Units
2025-02-03−65,000→ 0 total→ COMMON STOCK, CLASS C (65,000 underlying) - Gift
Class X Units
2025-02-03+65,000→ 65,000 total(indirect: By Trust)→ COMMON STOCK, CLASS C (65,000 underlying) - Award
Class X Units
2025-02-03+65,000→ 65,000 total→ COMMON STOCK, CLASS C (65,000 underlying)
Footnotes (5)
- [F1]Represents Class X units of limited partnership interest ("Class X Units") of Modiv Operating Partnership, LP ("Modiv OP"), the operating partnership of Modiv Industrial, Inc. (the "Company"), and of which the Company is the general partner. Class X Units vest according to the terms of the award agreement pursuant to which the Class X Units were granted to the reporting person. Under the limited partnership agreement of Modiv OP, upon vesting, such Class X Units automatically convert into units of Class C limited partnership interests of Modiv OP ("Class C Units"), provided that the value of Modiv OP has appreciated such that the capital account of the holder of Class X Units is equal to the capital account balance attributable to a Class C Unit on a per unit basis.
- [F2]After such Class C Units have been outstanding for at least one year (inclusive of any holding period for any Class X Units converted into Class C Units), the holder may require Modiv OP to exchange all or a portion of such holder's Class C Units for cash or, at the option of the Company, shares of the Company's Class C Common Stock, $0.001 par value per share (the "Class C Common Stock"), on a one-for-one basis. Class X Units have no expiration date.
- [F3]Represents a grant of unvested Class X Units, all of which vest on February 3, 2027, subject to the reporting person's continued service on such date and subject to acceleration upon certain events.
- [F4]Represents a gift of 65,000 Class X Units by the reporting person to a revocable trust for which the reporting person is the trustee and which was established for the benefit of the reporting person's immediate family members.
- [F5]Represents securities held by a revocable trust of which the reporting person is the trustee and which was established for the benefit of the reporting person's immediate family members.