AMERICOLD REALTY TRUST·4

Mar 10, 8:00 PM ET

Harwell Nathan H 4

4 · AMERICOLD REALTY TRUST · Filed Mar 10, 2026

Research Summary

AI-generated summary of this filing

Updated

Americold (COLD) Nathan H. Harwell Receives 71,942 Unit Awards

What Happened

  • Nathan H. Harwell, Chief Legal & People Officer of Americold Realty Trust (COLD), received two equity-based awards on March 8, 2026 totaling 71,942 OP Profits Units (28,777 and 43,165 units). The reported acquisition price is $0.00 because these are compensation awards (derivative securities), not open-market purchases or sales.
  • The 28,777 units are time-based OP Profits Units that vest ratably on March 8 of 2027, 2028 and 2029. The 43,165 units are performance-based OP Profits Units whose payout and vesting are contingent on the company’s adjusted funds from operations (AFFO) for the period Jan 1, 2026–Dec 31, 2028.

Key Details

  • Transaction date: 2026-03-08; Form 4 filed: 2026-03-10 (appears timely).
  • Reported price: $0.00 (award/derivative, code A).
  • Total units granted: 71,942 OP Profits Units (28,777 time-based; 43,165 performance-based).
  • Shares owned after transaction: not specified in the Form 4 provided.
  • Conversion/ redemption: Vested OP Profits Units may be converted into common units of the operating partnership, which can be redeemed for cash equal to the fair market value of a share of Americold common stock or, at the company’s election, exchanged for one share of common stock. Conversion/redemption rights have no expiration dates.
  • Tax condition: Conversion/redemption rights are conditioned on minimum capital account allocations for federal income tax purposes.

Context

  • These awards are typical long-term incentive compensation designed to retain executives and align pay with company performance; they are not immediate purchases or sales and do not generate immediate cash proceeds for the holder.
  • The performance tranche vests only if AFFO goals for 2026–2028 are met; the time tranche vests ratably over three years. Such derivative/unit grants are routine and reflect compensation structure rather than a direct signal to buy or sell stock.

Insider Transaction Report

Form 4
Period: 2026-03-08
Harwell Nathan H
Chief Legal & People Officer
Transactions
  • Award

    Operating Partnership Profits Units

    [F1][F2]
    2026-03-08+28,77728,777 total
    Exercise: $0.00Common Stock (28,777 underlying)
  • Award

    Performance OP Profits Units

    [F3][F4]
    2026-03-08+43,16543,165 total
    Exercise: $0.00Common Stock (43,165 underlying)
Footnotes (4)
  • [F1]Represents OP Profits Units ("OP Profits Units") of Americold Realty Operating Partnership, L.P. ("Operating Partnership"), which will vest ratably on March 8, 2027, 2028, and 2029. The OP Profits Units were issued to the reporting person pursuant to the Amended and Restated Americold Realty Trust 2017 Equity Incentive Plan.
  • [F2]Conditioned upon minimum allocations to the capital accounts of the OP Profits Units for federal income tax purposes, each vested OP Profits Unit may be converted, at the election of the holder, into a common unit of limited partnership interest in the Operating Partnership (a "Common Unit"). Each Common Unit acquired upon conversion of a vested OP Profits Unit may, at the election of the holder, be presented for redemption for cash equal to the then fair market value of a share of Americold Realty Trust, Inc. (the "Company") common stock (the "Common Stock"), except that the Company may, at its election, acquire each Common Unit so presented for one share of Common Stock. The rights to convert vested OP Profits Units into Common Units and redeem Common Units have no expiration dates.
  • [F3]Represents performance-based OP Profits Units ("Performance OP Profits Units") of the Operating Partnership. Payout of the Performance OP Profits Units will be determined based upon the Company's adjusted funds from operations ("AFFO") during the applicable period Jan. 1, 2026 - Dec. 31, 2028). The Performance OP Profits Units will vest, if at all, at the end of the 3-year period contingent upon the achievement of the pre-established AFFO goals. The Performance OP Units were issued to the Reporting Peron pursuant to the Amended and Restated Americold Realty Trust 2017 Equity Plan.
  • [F4]Conditioned upon minimum allocations to the capital accounts of the Performance OP Profits Units for federal income tax purposes, each vested Performance OP Profits Unit may be converted, at the election of the holder, into a common unit of limited partnership interest in the Operating Partnership (a "Common Unit"). Each Common Unit acquired upon conversion of a vested Performance OP Profits Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of the Company's Common Stock, except that the Company may, at its election, acquire each Common Unit so presented for one Common Share. The rights to convert vested Performance OP Profits Units into Common Units and redeem Common Units have no expiration dates.
Signature
/s/ Nathan H. Harwell|2026-03-10

Documents

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