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8-KAccepted Sep 9, 4:17 PM ET

Essential Properties Realty Trust Appoints President; Leadership & Pay Changes

EPRTESSENTIAL PROPERTIES REALTY TRUST, INC.

Accepted (ET)

4:17 PM

Sep 9, 2026

Filed

Sep 9, 2026

Documents

15

Size

519.1 KB

Summary

Essential Properties Realty Trust Appoints President; Leadership & Pay Changes

Updated

What Happened Essential Properties Realty Trust, Inc. (EPRT) reported leadership changes on Form 8-K filed September 9, 2026. On September 4, 2026 the Board appointed R. Max Jenkins (formerly Executive VP & COO) to President and Chief Operating Officer; Peter M. Mavoides remains Chief Executive Officer. Amended and restated employment agreements for Mavoides and Jenkins became effective September 8, 2026 and run initially through March 31, 2031, with automatic one‑year renewals.

The Board also expanded Robert W. Salisbury’s role from Executive VP, Chief Financial Officer & Secretary to Executive VP, Chief Financial Officer, Chief Strategy Officer & Secretary, and approved promotion LTIP unit grants (target grant date value $2,000,000) that vest 50% at the three‑year and 50% at the four‑year anniversaries. The Board determined that A. Joseph Peil’s employment as Executive VP & Chief Investment Officer would terminate effective September 8, 2026; he is eligible for severance under his agreement. The company issued a press release on September 9, 2026 describing these matters.

Key Details

  • Amended employment agreements for Mavoides and Jenkins effective September 8, 2026; initial term through March 31, 2031 with one‑year automatic renewals.
  • Change‑in‑control severance protections: executives receive severance if terminated by the company without cause or for “good reason” within 60 days before or 24 months after a change in control.
  • Jenkins severance: 2× base salary for qualifying termination not in connection with a change in control; 3× base salary if termination is in connection with a change in control.
  • Promotion LTIP Units for Jenkins and Salisbury: target grant date value $2,000,000; vest 50% at year 3 and 50% at year 4.
  • A. Joseph Peil’s employment terminated effective September 8, 2026; he will be eligible for severance per his existing agreement.
  • Amended employment agreements are attached as Exhibits 10.1 and 10.2 to the 8‑K; press release attached as Exhibit 99.1.

Why It Matters These filings document senior leadership succession and updated contractual pay and severance terms that establish multi‑year employment commitments and specific severance/career protections. For investors, the changes are important because they (1) confirm management continuity with Jenkins elevated to President while Mavoides remains CEO, (2) create potential future compensation and change‑in‑control payout obligations per the amended agreements, and (3) include sizable long‑term incentive awards (LTIP Units) that will affect compensation expense and could have equity/dilution implications when they vest or settle. Investors should watch subsequent filings for details on actual severance payments, equity issuance, and any further leadership developments.

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