CIM REAL ESTATE FINANCE TRUST, INC.·4

Apr 17, 4:39 PM ET

RESSLER RICHARD S 4

4 · CIM REAL ESTATE FINANCE TRUST, INC. · Filed Apr 17, 2026

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CIM Real Estate Finance Trust CEO Richard Ressler Receives RSU Settlement

What Happened

  • Richard S. Ressler (CEO, President & Director) reported the vesting and settlement of restricted stock units (RSUs) tied to the issuer. On April 15, 2026 a total of 716,083.608 RSUs vested. Per the award terms each vested RSU was settled 50% in common stock and 50% in cash, resulting in 358,041.804 shares issued to the Manager and a cash payment for the remaining half. The Form 4 shows conversion/exercise of the derivative award and subsequent zero-price dispositions that reflect settlement/distribution (not an open-market sale).

Key Details

  • Transaction date: April 15, 2026; Form 4 filed April 17, 2026 (filed timely).
  • Vesting amount: 716,083.608 RSUs vested; 358,041.804 shares issued (50% stock) and the other 50% paid in cash.
  • Reported prices: shares reported at N/A or $0 in the filing because awards were settled 50% in-kind and 50% in cash (not an open-market purchase/sale).
  • Shares ownership after transaction: the issued shares are owned directly by CIM Real Estate Finance Management, LLC (the "Manager"); the Form 4 does not list a separate post-transaction total for Ressler individually.
  • Notable footnotes: (F1/F6) each RSU equals one share payable 50% in stock and 50% cash; (F3) some of the reported shares may have been distributed by the Manager to employees or affiliated persons; (F7) substantial additional RSU tranches remain unvested and scheduled to vest in future years.
  • Beneficial ownership notes: reported securities are held directly by the Manager; other named principals of CIM Group may be deemed to have indirect pecuniary interests but disclaim beneficial ownership (see footnotes).

Context

  • This was a vesting/settlement of compensation RSUs (derivative conversion), not an open-market buy or sell. The zero-dollar dispositions reflect internal settlement/distribution mechanics rather than market sales. For retail investors, RSU vesting is routine compensation and does not necessarily indicate the insider is buying or selling shares for investment reasons.

Insider Transaction Report

Form 4
Period: 2026-04-15
RESSLER RICHARD S
DirectorCEO & President10% Owner
Transactions
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-04-15+358,041.804378,041.804 total(indirect: By LLC)
  • Other

    Common Stock

    [F3][F2]
    2026-04-15358,041.80420,000 total(indirect: By LLC)
  • Exercise/Conversion

    Restricted Stock Units

    [F6][F1][F7][F2]
    2026-04-15716,083.6082,882,391.339 total(indirect: By LLC)
    Common Stock (716,083.608 underlying)
Holdings
  • Common Stock

    [F4]
    (indirect: By LLC)
    911,141.268
  • Common Stock

    [F5]
    (indirect: By LLC)
    341,363.867
Footnotes (7)
  • [F1]On April 15, 2026, CIM Real Estate Finance Management, LLC (the "Manager") acquired 358,041.804 shares of the Issuer's common stock in connection with the vesting of 716,083.608 of the restricted stock units originally granted to the Manager on April 14, 2025 as an award under the Issuer's 2024 Manager Equity Incentive Plan. Each vested restricted stock unit settled 50% in the Issuer's common stock and 50% in the cash value thereof. The remaining 1,432,167.216 restricted stock units originally granted to the Manager on April 14, 2025 will vest in equal installments on April 15, 2027 and April 15, 2028, subject to the Manager's continued service as the Issuer's external manager. As such restricted stock units vest, the awards will be settled 50% in the Issuer's common stock and 50% in the cash value thereof.
  • [F2]The reported shares are owned directly by the Manager. The reporting person, Avraham Shemesh and Shaul Kuba may be deemed to beneficially own the shares owned by the Manager because of their positions with CIM Group, LLC, which is the sole common equity member of CCO Group, LLC, which owns and controls the Manager. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  • [F3]Represents shares of the Issuer's common stock distributed by the Manager to certain employees and/or other persons having an affiliation with the Manager.
  • [F4]The reporting person, Avraham Shemesh and Shaul Kuba may be deemed to beneficially own the shares owned by CIM CMFT MLP, LLC because of their positions with CIM Group, LLC, which owns and controls CIM CMFT MLP, LLC. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  • [F5]The reporting person, Avraham Shemesh and Shaul Kuba may be deemed to beneficially own the shares owned by CIM Real Estate Finance Holdings, LLC because of their positions with CIM Group, LLC, which owns and controls CIM Real Estate Finance Holdings, LLC. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  • [F6]Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock, payable 50% in the Issuer's common stock and 50% in the cash value thereof.
  • [F7]Represents the remaining 740,623.350 restricted stock units originally granted to the Manager on January 9, 2024, which will vest on December 15, 2026, the remaining 709,600.773 restricted stock units originally granted to the Manager on July 29, 2024, which will vest in equal annual installments on June 30, 2026 and June 30, 2027 and the remaining 1,432,167.216 restricted stock units originally granted to the Manager on April 14, 2025, which will vest in equal annual installments on April 15, 2027 and April 15, 2028.
Signature
/s/ Richard S. Ressler|2026-04-17

Documents

1 file
  • 4
    wk-form4_1776458362.xmlPrimary

    FORM 4