Caulfield John P 4

What Happened

• John P. Caulfield, CFO, EVP & Treasurer of Phillips Edison & Company (PECO), was granted a total of 12,124.883 limited partnership units on February 4, 2026. The transaction entries show awards of 5,643 units, 838.883 units, and another 5,643 units, all recorded at $0.00 (award/derivative acquisitions) — no cash was paid. These are partnership units in PECO OP that are exchangeable for PECO common stock or cash equal to the stock’s fair market value on a one-for-one basis (see Footnote F1).

Key Details

• Transaction date: 2026-02-04; Form filed: 2026-02-06 (filed timely).
• Awards recorded at $0.00 (transaction code A — grant/award of derivative units).
• Total units granted: 12,124.883 partnership units (sum of 5,643 + 838.883 + 5,643).
• Shares owned after transaction: not specified in the provided filing details.
• Notable footnotes:
  • F1: OP Units are exchangeable one-for-one for PECO common stock or cash (no expiration, not subject to vesting).
  • F2: Some units were earned based on achievement of 2023–2025 performance metrics (Performance-Based LTIP).
  • F3: Class B Units were issued in lieu of cash dividends on earned LTIP units; they vest into OP Units upon achieving parity based on capital account balance.
  • F4/F5: Class C Units convert to OP Units upon parity and satisfaction of vesting; certain Class C Units are unvested and vest in full on Jan 1, 2027 subject to continued service.

Context

• These are derivative/partnership unit awards tied to a multi-year performance LTIP rather than open-market purchases or sales. They represent potential future economic interest convertible into common stock (or cash) per the partnership agreement and may be subject to conversion/vesting conditions before becoming equivalent to common shares. This filing is informational and does not by itself indicate a buy/sell market signal.