ESSENTIAL PROPERTIES REALTY TRUST, INC. 8-K

What Happened

• Essential Properties, L.P. (an operating subsidiary) closed an underwritten public offering on June 15, 2026 of $400,000,000 aggregate principal amount of 5.375% Senior Notes due July 15, 2036 (the “Notes”). The Notes are fully and unconditionally guaranteed by Essential Properties Realty Trust, Inc. The offering was governed by the Base Indenture (dated June 28, 2021) and a Third Supplemental Indenture dated June 15, 2026. An underwriting agreement with Wells Fargo Securities and BofA Securities was signed June 4, 2026.

Key Details

• Principal amount: $400,000,000; coupon: 5.375% per year; interest payable Jan 15 and July 15, starting Jan 15, 2027; maturity: July 15, 2036.
• Purchase price to underwriters: 97.469% of principal. Notes rank as senior unsecured obligations of the Issuer but are effectively subordinated to secured mortgage debt and debt/equity of subsidiaries to the extent of collateral or separate liabilities.
• Redemption: Issuer may redeem, in whole or part, prior to April 15, 2036 at a make-whole price (or at par on/after April 15, 2036); standard events of default (including non‑payment, covenant breaches, and bankruptcy events) may accelerate the Notes.
• Indenture includes restrictive covenants, including requirements to maintain a specified percentage of total unencumbered assets by the Guarantor.

Why It Matters

• This transaction adds $400M of ten‑year fixed‑rate debt to the company’s capital structure, creating scheduled semiannual interest obligations at a 5.375% rate. For investors, key points are the increase in consolidated debt, the fixed interest cost, and the Notes’ ranking (senior unsecured but subordinate to secured and certain subsidiary liabilities). The filing does not specify use of proceeds.