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Postal Realty Trust, Inc.·4

Feb 2, 9:06 PM ET

Brandwein Matt 4

4 · Postal Realty Trust, Inc. · Filed Feb 2, 2026

Research Summary

AI-generated summary of this filing

Updated

Postal Realty (PSTL) EVP Matt Brandwein Receives Awards, Withheld Shares

What Happened

  • Matt Brandwein, EVP & Chief Accounting Officer of Postal Realty Trust (PSTL), had 5,900 performance-based RSUs vest on Jan 29, 2026 (these were 123.1% of target for the 2023 award). To satisfy withholding obligations, 2,459 shares were withheld at $17.67 each ($43,451) and an additional 1,667 shares were withheld at $18.23 each ($30,389), totaling 4,126 shares withheld for taxes (~$73,840).
  • On Feb 1, 2026 the reporting person received multiple equity awards/units (LTIP Units and RSUs), including a VWAP-based LTIP grant of 4,763 units priced at $17.7136 ($84,370). Some LTIP Units and grants vested immediately; others are subject to time-based or performance-based vesting schedules and conversion mechanics described below.

Key Details

  • Transaction dates: RSU vesting and conversions on Jan 29, 2026; additional grants on Feb 1, 2026. Form 4 filed Feb 2, 2026 (appears timely).
  • Tax-withholding disposals: 2,459 shares @ $17.67 = $43,451; 1,667 shares @ $18.23 = $30,389; combined ~4,126 shares / $73,840.
  • VWAP-based grant: 4,763 LTIP Units priced at $17.7136 = $84,370 (price based on 10-day VWAP ending Feb 1, 2026).
  • Shares owned after transaction: not stated in the provided excerpt of the filing.
  • Relevant footnotes: F1 explains the vested 2023 RSUs (performance-based, 0–200% payout; vested at 123.1%); F3 notes shares were withheld to satisfy tax withholding; F10–F13 and F17 explain LTIP Units are limited partnership units convertible into OP Units and redeemable for cash or, at issuer election, one-for-one for Class A common stock, with varied vesting schedules; F16 describes 2026 RSUs as market-based awards (0–200% payout, vesting based on performance through 12/31/2028).

Context

  • The Jan 29 activity was vesting of performance RSUs, not an open-market sale. The “disposed” entries reflect shares withheld to cover tax obligations (a common net-settlement/withholding action), not a directional bet on the stock.
  • The Feb 1 awards include LTIP Units (convertible to operating partnership units and ultimately to cash or shares) and performance-based RSUs with multi-year vesting/measurement periods — these are compensation awards, not purchases.
  • No late-filing flag was indicated in the provided details; the Form 4 was filed Feb 2, 2026 reporting the Jan 29 and Feb 1 activity.

Insider Transaction Report

Form 4
Period: 2026-01-29
Postal Realty Trust, Inc.PSTL
Brandwein Matt
EVP & Chief Accounting Officer
Transactions
  • Exercise/Conversion

    Class A common stock

    [F1][F2]
    2026-01-29+5,900→ 113,819 total
  • Tax Payment

    Class A common stock

    [F3]
    2026-01-29$17.67/sh−2,459$43,451→ 111,360 total
  • Award

    Class A common stock

    [F4][F5]
    2026-02-01$17.71/sh+4,763$84,370→ 116,123 total
  • Award

    Class A common stock

    [F6]
    2026-02-01+4,763→ 120,886 total
  • Award

    Class A common stock

    [F7]
    2026-02-01+2,350→ 123,236 total
  • Tax Payment

    Class A common stock

    [F8]
    2026-02-01$18.23/sh−1,667$30,389→ 121,569 total
  • Exercise/Conversion

    Restricted Stock Units

    [F9][F1]
    2026-01-29−4,792→ 12,634 total
    → Class A common stock (4,792 underlying)
  • Award

    LTIP Units

    [F10][F11][F12][F13]
    2026-02-01$17.71/sh+4,763$84,370→ 22,964 total
    → Class A common stock (4,763 underlying)
  • Award

    LTIP Units

    [F10][F11][F14]
    2026-02-01+4,763→ 27,727 total
    → Class A common stock (4,763 underlying)
  • Award

    Restricted Stock Units

    [F15][F16]
    2026-02-01+5,744→ 18,378 total
    → Class A common stock (5,744 underlying)
  • Award

    LTIP Units

    [F10][F11][F17]
    2026-02-01+2,350→ 30,077 total
    → Class A common stock (2,350 underlying)
Footnotes (17)
  • [F1]As previously reported, on February 2, 2023, the Reporting Person was granted 4,792 performance-based restricted stock units (the "2023 RSUs"), and, depending on the level of achievement of certain performance-based hurdles during the three-year performance period ended on December 31, 2025 (the "Measurement Period"), the actual number of 2023 RSUs earned could range from 0% to 200% of Target 2023 RSUs. On January 29, 2026, 5,900 2023 RSUs, equating to 123.1% of Target 2023 RSUs, vested based on the achievement of certain performance goals during the Measurement Period after the Corporate Governance and Compensation Committee of the Board of Directors of Postal Realty Trust, Inc. (the "Issuer") certified the Reporting Person's achievement relative to the applicable performance objectives during the Measurement Period and approved the vesting of the 2023 RSUs with respect to these shares.
  • [F10]Following the occurrence of certain events and upon vesting, the LTIP Units are convertible into an equivalent number of limited partnership units ("OP Units") of Postal Realty LP (the "Operating Partnership"). OP Units are redeemable by the Reporting Person for cash or, at the election of the Issuer, shares of Class A common stock of the Issuer on a one-for-one basis or the cash value of such shares. LTIP Units do not have expiration dates.
  • [F11]The LTIP Units are a class of limited partnership units of the Operating Partnership.
  • [F12]Reflects LTIP Unit grants in lieu of cash compensation, all of which vested immediately.
  • [F13]The LTIP Units were granted in lieu of cash compensation. The price of the securities acquired by the Reporting Person is based on the volume weighted average price of the Issuer's Class A common stock for the 10 trading days immediately preceding February 1, 2026, which was $17.7136
  • [F14]Reflects LTIP Unit grants in lieu of cash compensation that vest on the eighth anniversary of February 1, 2026, subject to certain conditions.
  • [F15]The Reporting Person may earn between 0% and 200%, inclusive, of the Restricted Stock Units granted herein (the "2026 RSUs").
  • [F16]The 2026 RSUs are market-based awards that are subject to, and will vest upon, achievement of certain performance-based hurdles and continued employment with the Issuer during the three-year performance period ending on December 31, 2028. Upon vesting, the 2026 RSUs that vest will be settled in shares of the Issuer's Class A common stock and the Reporting Person will be entitled to receive the distributions that would have been paid with respect to each share of the Issuer's Class A common stock received upon settlement on or after the date the 2026 RSUs were initially granted.
  • [F17]The LTIP Units will vest ratably on the first, second and third anniversaries of February 1, 2026, subject to continued employment with the Issuer.
  • [F2]In accordance with the Issuer's 2019 Equity Incentive Plan, as amended (the "Plan"), the 2023 RSUs convert into the Issuer's Class A common stock on a one-for-one basis.
  • [F3]Reflects shares of the Issuer's Class A common stock withheld to satisfy a tax withholding obligation in connection with the vesting of 2023 RSU's reported herein.
  • [F4]Reflects the right to receive shares of the Issuer's Class A common stock in lieu of cash compensation, all of which vested immediately.
  • [F5]The shares of the Issuer's Class A common stock were granted in lieu of cash compensation. The price of the securities acquired by the Reporting Person is based on the volume weighted average price of the Issuer's Class A common stock for the 10 trading days immediately preceding February 1, 2026, which was $17.7136
  • [F6]Reflects restricted share grants of the Issuer's Class A common stock that vest on the eighth anniversary of February 1, 2026, subject to certain conditions.
  • [F7]Reflects a grant of restricted shares of the Issuer's Class A common stock that vest ratably on the first, second and third anniversaries of February 1, 2026, subject to the Reporting Person's continued service as an employee through the applicable vesting date.
  • [F8]Reflects shares of the Issuer's Class A common stock withheld to satisfy a tax withholding obligation in connection with the vesting of restricted stock awards granted to the reporting person on January 31, 2023, February 12, 2024 and January 31, 2025.
  • [F9]Each RSU represents a contingent right to receive shares of the Issuer's Class A common stock.
Signature
/s/ Joseph Antignani, attorney-in-fact|2026-02-02

Documents

1 file
  • 4
    wk-form4_1770084389.xmlPrimary

    FORM 4