Fabbri Luca 4

What Happened

• Luca Fabbri, President, CEO and Director of Farmland Partners (FPI), was granted 39,304 restricted shares of common stock on 2026-02-17 as part of his 2025 bonus. Those restricted shares vest ratably over the first three anniversaries of the grant.
• On 2026-02-17 the reporting person was also granted two sets of Performance Stock Units (PSUs) totaling 11,282 target PSUs (5,641 PSUs tied to absolute TSR and 5,641 PSUs tied to relative TSR vs. the MSCI US REIT Net Total Return Index). Each PSU represents a contingent right to receive one share; payout may range from 0% to 150% of target depending on performance over a three-year period beginning 12/31/2025.
• On 2026-02-18 a total of 4,497 vested shares were forfeited/withheld to satisfy the reporting person’s tax obligations in connection with the vesting.

Key Details

• Transaction dates: Grants on 2026-02-17; tax withholding/forfeiture on 2026-02-18. Form filed 2026-02-19 (timely under Form 4 rules).
• Prices reported: $0.00 per share for awards and for withholding (typical for equity grants/tax withholding).
• Shares granted: 39,304 restricted shares; 11,282 target PSUs (5,641 absolute TSR PSUs + 5,641 relative TSR PSUs).
• Shares forfeited/withheld: 4,497 shares to cover taxes upon vesting.
• Vesting/performance: Restricted shares vest ratably over three years; PSUs are earned based on TSR performance over a three-year performance period starting 12/31/2025 (0%–150% payout range).
• Shares owned after transaction: Not provided in the supplied data.
• Transaction codes: A = Award/Grant, F = Forfeiture/Tax withholding.

Context

• These transactions are compensation awards (not open-market purchases or sales). Awards and tax-withholdings are common for executive compensation and do not on their own indicate a buy/sell preference.
• The PSUs are derivative, contingent awards: actual shares received later will depend on performance and vesting outcomes.