Statement of Changes in Beneficial Ownership (4)
January 21 2021 - 4:41PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Roberts Thomas W |
2. Issuer Name and Ticker or Trading Symbol
VEREIT, Inc.
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VER
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
See Remarks |
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(Last)
(First)
(Middle)
C/O VEREIT, INC., 2325 E. CAMELBACK ROAD, 9TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/19/2021 |
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(Street)
PHOENIX, AZ 85016
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 1/19/2021 | | D | | 4959 (1) | D | $0 | 81475 (2) | D | |
| Common Stock | 1/19/2021 | | F | | 4471 (3) | D | $35.70 (4) | 77004 (2) | D | |
| Common Stock | | | | | | | | 79841 (2) | I | By Trust (5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | Represents performance-based restricted stock units awarded to the Reporting Person on February 21, 2018 pursuant to the Issuer's Equity Plan. On January 19, 2021, the Issuer determined that the vesting criteria related to these performance-based restricted stock units had not been satisfied. |
| (2) | Shares are reflected on a post-split basis in accordance with the one-for-five reverse stock split of VEREIT, Inc.'s issued and outstanding shares of common stock completed on December 17, 2020. |
| (3) | Reflects the product of the applicable withholding rate and the 15,070 performance-based restricted stock units that vested pursuant to the terms of the Reporting Person's performance-based restricted stock unit award agreement. |
| (4) | Reflects the closing sale price of the Issuer's common stock as reported on the New York Stock Exchange on January 19, 2021. |
| (5) | By the Thomas W. Roberts Family Revocable Trust. |
Remarks:
Executive Vice President and Chief Investment Officer |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Roberts Thomas W
C/O VEREIT, INC.
2325 E. CAMELBACK ROAD, 9TH FLOOR
PHOENIX, AZ 85016 |
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| See Remarks |
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Signatures
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| /s/ Justin A. Shuler, by power of attorney | | 1/21/2021 |
| **Signature of Reporting Person | Date |
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