Jeffrey Edison - 31 Dec 2022 Form 4 Insider Report for Phillips Edison & Company, Inc. (PECO)

Signature
/s/ Jennifer Robison, Attorney-in-Fact
Issuer symbol
PECO
Transactions as of
31 Dec 2022
Net transactions value
-$91,954
Form type
4
Filing time
04 Jan 2023, 15:39:47 UTC
Previous filing
05 Aug 2022
Next filing
17 Jan 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PECO Common Stock Tax liability $91,954 -2,888 -1.6% $31.84 172,971 01 Jan 2023 Direct F1
holding PECO Common Stock 77,354 31 Dec 2022 By PELP F2, F3
holding PECO Common Stock 33,333 31 Dec 2022 By Mother's Trust F2
holding PECO Common Stock 33,333 31 Dec 2022 By Father's Trust F2
holding PECO Common Stock 12,088 31 Dec 2022 By Edison Properties LLC F2

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
transaction PECO Class C Units Options Exercise $0 -2,249 -100% $0.000000* 0 31 Dec 2022 Common Stock 2,249 Direct F4, F5, F6
transaction PECO Class C Units Options Exercise $0 -26,471 -100% $0.000000* 0 31 Dec 2022 Common Stock 26,471 Direct F4, F5, F7
transaction PECO Class C Units Options Exercise $0 -26,471 -100% $0.000000* 0 31 Dec 2022 Common Stock 26,471 Direct F4, F5, F8
transaction PECO Class B Units Options Exercise $0 -7,354 -100% $0.000000* 0 01 Jan 2023 Common Stock 7,354 Direct F4, F9
transaction PECO Class B Units Options Exercise $0 -11,143 -33% $0.000000 22,285 01 Jan 2023 Common Stock 11,143 Direct F4, F9, F10
transaction PECO OP Units Options Exercise $0 +2,249 +0.07% $0.000000 3,159,007 31 Dec 2022 Common Stock 2,249 Direct F4, F5, F6
transaction PECO OP Units Options Exercise $0 +26,471 +0.84% $0.000000 3,185,478 31 Dec 2022 Common Stock 26,471 Direct F4, F5, F7
transaction PECO OP Units Options Exercise $0 +26,471 +0.83% $0.000000 3,211,949 31 Dec 2022 Common Stock 26,471 Direct F4, F5, F8
transaction PECO OP Units Options Exercise $0 +7,354 +0.23% $0.000000 3,219,303 01 Jan 2023 Common Stock 7,354 Direct F4, F9
transaction PECO OP Units Options Exercise $0 +11,143 +0.35% $0.000000 3,230,446 01 Jan 2023 Common Stock 11,143 Direct F4, F9
holding PECO OP Units 2,424,406 31 Dec 2022 Common Stock 2,424,406 By Jeffrey Edison Family Trust F2, F4
holding PECO OP Units 1,134,215 31 Dec 2022 Common Stock 1,134,215 By Edison Properties LLC F2, F4
holding PECO OP Units 500,593 31 Dec 2022 Common Stock 500,593 By Spouse's Family Trust F2, F4
holding PECO OP Units 431,233 31 Dec 2022 Common Stock 431,233 By Edison Family Trust F2, F4
holding PECO OP Units 330,667 31 Dec 2022 Common Stock 330,667 By Edison Ventures Trust F2, F4
holding PECO OP Units 276,927 31 Dec 2022 Common Stock 276,927 By Old 97, Inc F2, F4
holding PECO OP Units 211,266 31 Dec 2022 Common Stock 211,266 By Spouse's Trust F2, F4
holding PECO OP Units 60,583 31 Dec 2022 Common Stock 60,583 By Father's Trust F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares of Common Stock surrendered to cover tax liability upon vesting of restricted stock units.
F2 Reflects total shares held by the entity, and as to which Mr. Edison has shared voting and dispositive power. Mr. Edison disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
F3 Phillips Edison Limited Partnership ("PELP") is a Delaware limited partnership. Mr. Edison is the manager of the general partner of PELP.
F4 Limited partnership interests ("OP Units") in Phillips Edison Grocery Center Operating Partnership I, L.P., a Delaware limited partnership ("PECO OP") are exchangeable, at the election of the holder, for cash equal to the fair market value of one share of the Issuer's Common Stock or, at the option of PECO OP, shares of the Issuer's Common Stock on a one-for-one basis, and have no expiration date.
F5 Represents the vesting of earned Class C Units of limited partnership interests ("Class C Units") in PECO OP, previously issued as long term incentive compensation pursuant to the Issuer's equity based compensatory programs. At issuance, the Class C Units were subject to vesting, and did not have full parity with the OP Units, but upon the occurrence of certain events described in PECO OP's partnership agreement, based upon capital account balance per unit, could over time achieve full parity with the OP Units for all purposes. Upon vesting, having previously achieved full parity with OP Units, the Class C Units were converted into an equal number of OP Units. The Class C Units have no expiration date.
F6 Represents the vesting of earned Class C Units issued in lieu of cash dividends accrued on the earned 2019-2021 Performance-Based LTIP Units.
F7 Represents the vesting of earned Class C Units issued based upon the Issuer's achievement of the performance metrics under the 2019-2021 Performance-Based LTIP.
F8 Represents the vesting of earned Class C Units issued based upon the Issuer's achievement of the NAV Modifier performance metrics under the 2019-2021 Performance-Based LTIP.
F9 Represents the vesting of Class B Units of limited partnership interests ("Class B Units") in PECO OP, previously issued as long term incentive compensation pursuant to the Issuer's equity based compensatory programs. At issuance, the Class B Units were subject to vesting, and did not have full parity with the OP Units, but upon the occurrence of certain events described in PECO OP's partnership agreement, based upon capital account balance per unit, could over time achieve full parity with the OP Units for all purposes. Upon vesting, having previously achieved full parity with OP Units, the Class B Units were converted into an equal number of OP Units. The Class B Units have no expiration date.
F10 Represents the total Class B Units that have the same grant date, vesting provisions and other terms. These Class B Units will vest in increments of 11,143 units on January 1, 2024 and January 1, 2025.