Dearing Karen 4

What Happened Karen Dearing, a director of Agree Realty Corp (ADC), was granted 2,159 restricted stock units (RSUs) on May 14, 2026. The RSUs were recorded at $0.00 per unit (no cash purchase); total cash outlay shown is $0. This is an award/grant (not a market purchase or sale).

Key Details

• Transaction date: May 14, 2026; filing date: May 18, 2026 (Form 4 filed 4 days after the grant; exceeds the usual 2-business-day reporting window).
• Grant: 2,159 RSUs at $0.00 per unit (code A — award/grant).
• Shares owned after transaction: not specified in the provided filing.
• Footnote: RSUs vest on May 14, 2027; each RSU is a contingent right to one common share. Ms. Dearing elected to defer receipt of the shares issuable on settlement until her departure from the Board.
• Exhibit: Power of Attorney (Exhibit 24) attached.

Context RSUs are a form of compensation that give the holder a future right to receive shares if vesting conditions are met; they are not immediate share purchases or sales. Because Ms. Dearing elected to defer receipt, no shares were issued to her at grant and economic exposure depends on future vesting and settlement. The late Form 4 filing is a reporting/timeliness issue but does not itself indicate trading intent.