Frankel Michael S. 4
4 · Rexford Industrial Realty, Inc. · Filed Feb 18, 2026
Research Summary
AI-generated summary of this filing
Rexford (REXR) Co-CEO Michael Frankel Receives Performance Award
What Happened Michael S. Frankel, Co-CEO, Co-President and a director of Rexford Industrial Realty (REXR), received 80,096 Performance Units that were certified as earned and vested by the compensation committee. The award is reported as a derivative grant (no cash price). The measurement period ended 12/31/2025 and the committee certified vesting on 02/16/2026; the units were nonforfeitable as of 12/31/2025.
Key Details
- Transaction date: 2026-02-16 (Form 4 filed 2026-02-18).
- Transaction type/code: Award/Acquisition (derivative) — 80,096 Performance Units; price N/A.
- Includes 5,775 distribution equivalent units (part of the 80,096 vested units).
- Vested/nonforfeitable as of 12/31/2025; committee certification on 02/16/2026.
- Conversion/settlement: Performance Units are a class of limited partnership units in Rexford Industrial Realty, L.P. They can, upon meeting certain conditions in the partnership agreement, attain parity with common OP Units and be converted one-for-one into OP Units, which are redeemable for Issuer common shares or cash at the Issuer’s election.
- Holdings reported in the filing: the reporting person also owns 583,538 shares and 692,933 LTIP (limited partnership) units (per footnote).
- Timeliness: Filing date (02/18/2026) is within the typical 2-business-day Form 4 window for a 02/16 transaction, so it appears timely.
Context
- These Performance Units are long-term, performance-based compensation rather than an open-market buy or sale; they do not necessarily reflect immediate buying or selling intent.
- Because they are derivative partnership units that may convert to OP Units and then to shares or cash in the future, the economic impact depends on future conversions and the company’s election to settle in shares or cash.
- No cash was exchanged on the reported date; this is an award/vesting event rather than a purchase or sale.
Insider Transaction Report
Form 4
Frankel Michael S.
DirectorCo-CEO, Co-President
Transactions
- Award
Performance Units
[F1][F2][F3]2026-02-16+80,096→ 612,967 total→ Common Stock, par value $0.01 (80,096 underlying)
Footnotes (3)
- [F1]Performance Units are a class of limited partnership units in Rexford Industrial Realty, L.P., the operating partnership of the Issuer (the "Operating Partnership"). Initially, the Performance Units do not have full parity with common limited partnership units of the Operating Partnership ("OP Units") with respect to liquidating distributions. However, upon the occurrence of certain events described in the Operating Partnership's partnership agreement, the Performance Units can over time achieve full parity with the OP Units for all purposes. If such parity is reached, vested Performance Units may be converted into an equal number of OP Units on a one for one basis at any time at the request of the Reporting Person or the general partner of the Operating Partnership. OP Units are redeemable by the holder for an equivalent number of shares of the Issuer's common stock ("Shares") or for the cash value of such Shares, at the Issuer's election.
- [F2]Reflects Performance Units that were initially granted on November 8, 2022, pursuant to the Second Amended and Restated Rexford Industrial Realty, Inc. and Rexford Industrial Realty, L.P 2013 Incentive Award Plan, that were subject to performance-based vesting conditions. On December 31, 2025, the measurement period for the performance award ended and on February 16, 2026, the compensation committee of the board of directors certified that 80,096 Performance Units were earned and vested. The number of vested Performance Units reported herein includes 5,775 distribution equivalent units. The vested Performance Units are nonforfeitable as of December 31, 2025.
- [F3]The Reporting Person also owns 583,538 Shares and 692,933 LTIP Units, a class of limited partnership units in the Operating Partnership.
Signature
/s/ Michael S. Frankel|2026-02-18