| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
VEREIT, Inc. [ VER ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/23/2021 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 02/23/2021 | F | 1,906(1) | D | $38.33(2) | 75,098 | D | |||
| Common Stock | 02/23/2021 | F | 2,030(3) | D | $38.33(2) | 73,068 | D | |||
| Common Stock | 02/23/2021 | F | 2,335(4) | D | $38.33(2) | 70,733 | D | |||
| Common Stock | 02/23/2021 | A | 21,524(5) | A | $38.33(2) | 92,257 | D | |||
| Common Stock | 02/23/2021 | A | 21,523(6) | A | $38.33(2) | 113,780 | D | |||
| Common Stock | 79,841 | I | By Trust(7) | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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. Reflects the product of the applicable withholding rate and the 6,676 shares of common stock that vested pursuant to the terms of the Reporting Person's restricted stock unit award agreement. |
| 2. Reflects the closing sale price as reported on the New York Stock Exchange on February 23, 2021. |
| 3. Reflects the product of the applicable withholding rate and the 5,515 shares of common stock that vested pursuant to the terms of the Reporting Person's restricted stock unit award agreement. |
| 4. Reflects the product of the applicable withholding rate and the 5,360 shares of common stock that vested pursuant to the terms of the Reporting Person's restricted stock unit award agreement. |
| 5. Reflects restricted stock units awarded February 23, 2021 to the Reporting Person pursuant to the Issuer's Equity Plan. Such restricted stock units vest ratably on each of the first, second and third anniversaries of February 23, 2021. |
| 6. Reflects performance-based restricted stock units awarded February 23, 2021 to the Reporting Person pursuant to the Issuer's Equity Plan. Such restricted stock units will vest subject to the achievement of certain performance conditions, which are based on the Issuer's total stockholder return relative to its peers and FTSE Nareit All Equity REITs Index. The performance period began January 1, 2021 and ends December 31, 2023. |
| 7. By the Thomas W. Roberts Family Revocable Trust. |
| Remarks: |
| Executive Vice President and Chief Investment Officer Exhibit 24.0 - Power of Attorney |
| /s/ Bianca A. Martinez, by power of attorney | 02/25/2021 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||