Stuart A. Tanz - Feb 20, 2024 Form 4 Insider Report for RETAIL OPPORTUNITY INVESTMENTS CORP (ROIC)

Role: Chief Executive Officer, Director
Signature: /s/ Michael B. Haines, Attorney-in-fact for Stuart A. Tanz
Stock symbol: ROIC
Transactions as of: Feb 20, 2024
Transactions value $: $0
Form type: 4
Date filed: 2/21/2024, 07:24 PM
Previous filing: Jan 16, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ROIC	Common Stock, par value $0.0001 per share	Award	$0	+166K	+8.76%	$0.00	2.07M	Feb 20, 2024	See footnote	F1, F2
holding	ROIC	Common Stock, par value $0.0001 per share						144K	Feb 20, 2024	See footnote	F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	ROIC	OP Units						114K	Feb 20, 2024	Common Stock, par value $0.0001 per share	114K		See footnote	F2, F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The reporting person was granted 166,406 shares of restricted common stock, par value $0.0001 per share ("common stock"), of Retail Opportunity Investments Corp., a Maryland corporation (the "Company"), that were issued pursuant to the Retail Opportunity Investments Corp. Second Amended and Restated 2009 Equity Incentive Plan. The shares vest ratably over a 3-year period on January 1, 2025 and the first two anniversaries thereafter.
F2	These shares of common stock, or units of limited partner interest ("OP Units") of Retail Opportunity Investments Partnership, LP, a Delaware limited partnership (the "Partnership") and the operating partnership of the Company, as the case may be, are held by the Stuart A. Tanz Separate Property Trust U/A dated 6/16/2006 of which the reporting person's spouse is a Trustee.
F3	These shares are held by two grantor retained annuity trusts of which the reporting person is the sole annuitant and trustee.
F4	The reporting person has the right to cause the Partnership to redeem some or all of the reporting person's OP Units for cash in an amount equal to the market value (as defined in Partnership's Second Amended and Restated Agreement of Limited Partnership, as amended) of an equivalent number of shares of common stock or at the Company's option, shares of common stock on a one-for-one basis, subject to certain adjustments.
F5	N/A