4//SEC Filing
Harwell Nathan H 4
Accession 0001455863-25-000018
CIK 0001455863other
Filed
Mar 17, 8:00 PM ET
Accepted
Mar 18, 4:22 PM ET
Size
12.7 KB
Accession
0001455863-25-000018
Insider Transaction Report
Form 4
Harwell Nathan H
EVP & Chief Legal Officer
Transactions
- Award
Operating Partnership Profits Units
2025-03-14+11,225→ 11,225 totalExercise: $0.00→ Common Stock (11,225 underlying) - Award
Performance OP Profits Units
2025-03-14+5,613→ 5,613 totalExercise: $0.00→ Common Stock (5,613 underlying) - Award
Performance OP Profits Units
2025-03-14+11,225→ 11,225 totalExercise: $0.00→ Common Stock (11,225 underlying)
Footnotes (5)
- [F1]Represents OP Profits Units ("OP Profits Units") of Americold Realty Operating Partnership, L.P. ("Operating Partnership"), which will vest ratably on March 14, 2026, 2027, and 2028. The OP Profits Units were issued to the reporting person pursuant to the 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 a comparison of the Company's total shareholder return ("TSR") on a relative basis to the MSCI U.S. REIT Index at the end of the applicable performance period (Jan 1, 2025 - Dec 31, 2027). 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 TSR goal. The Performance OP Profits Units were issued to the reporting person pursuant to the 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 a common share of Americold Realty Trust (the "Company") (the "Common Shares"), 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.
- [F5]Represents Performance OP Profits Units of the Operating Partnership. Payout of the Performance OP Profits Units will be determined based on the Company's adjusted funds from operations ("AFFO") during the applicable performance period (Jan 1, 2025 - Dec 31, 2027). 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 Profits Units were issued to the reporting person pursuant to the Americold Realty Trust 2017 Equity Plan.
Documents
Issuer
AMERICOLD REALTY TRUST
CIK 0001455863
Entity typeother
Related Parties
1- filerCIK 0001800053
Filing Metadata
- Form type
- 4
- Filed
- Mar 17, 8:00 PM ET
- Accepted
- Mar 18, 4:22 PM ET
- Size
- 12.7 KB