FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Harris Robert E.
2. Date of Event Requiring Statement (Month/Day/Year)
03/11/2024
3. Issuer Name and Ticker or Trading Symbol
AMERICOLD REALTY TRUST [COLD]
(Last)
(First)
(Middle)
10 GLENLAKE PARKWAY, SOUTH TOWER, SUITE 600
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP & Chief Accounting Oficer
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)

ATLANTA, GA 30328
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 2,564
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1)   (1)   (1) Common Stock 4,751 $ 0 D  
Restricted Stock Units (2)   (2)   (2) Common Stock 1,684 $ 0 D  
Performance Restricted Stock Units (3)   (3)   (3) Common Stock 1,851 $ 0 D  
Performance Restricted Stock Units (4)   (4)   (4) Common Stock 1,684 $ 0 D  
Performance Restricted Stock Units (4)   (4)   (4) Common Stock 3,164 $ 0 D  
Restricted Stock Units (5)   (5)   (5) Common Stock 617 $ 0 D  
Performance OP Profits Units (6) (7)   (6)(7)   (7) Common Stock 4,751 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Harris Robert E.
10 GLENLAKE PARKWAY, SOUTH TOWER
SUITE 600
ATLANTA, GA 30328
      SVP & Chief Accounting Oficer  

Signatures

/s/ Nathan H. Harwell, attorney-in-fact 03/13/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) Each restricted stock unit ("RSU") represents the right to acquire one common share of Americold Realty Trust. The RSU's vest ratably on March 8, 2025, 2026 and 2027. The RSUs were issued to the registrant pursuant to the Americold Realty Trust 2017 Equity Incentive Plan.
(2) Each restricted stock unit ("RSU") represents the right to acquire one common share of Americold Realty Trust. The RSU's vested one-third on March 8, 2024 and the remainder will vest ratably on March 8, 2025 and 2026.
(3) Each performance-based restricted stock unit ("PRSU") represents the right to acquire one share of Americold Realty Trust, Inc. common stock. Vesting of the PRUs was determined based upon a comparison of the Company's total shareholder return ("TSR") on a relative basis to the MSCI U.S. REIT Index at the end of the applicable performance period (Jan. 1, 2022 - Dec. 31, 2024). The RSUs vested at the end of the 3-year period contingent upon the achievement of the pre-established TSR goal. The PRSUs were issued to the reporting person pursuant to the Americold Realty Trust 2017 Equity Plan.
(4) Each performance-based restricted stock unit ("PRSU") represents the right to acquire one share of Americold Realty Trust, Inc. common stock. Vesting of the PRUs is based upon successful completion of a special project. with 50% of the award vesting on each of August 15, 2024 and 2025 if the criteria are met. The PRSUs were issued to the reporting person pursuant to the Americold Realty Trust 2017 Equity Plan.
(5) Each restricted stock unit ("RSU") represents the right to acquire one common share of Americold Realty Trust. The RSU's vested one-third on each of March 8, 2023 and 2024 and the remainder will vest on March 8, 2025.
(6) Represents performance-based OP Profits Units ("Performance OP Profits Units")of the Operating Partnership. Payout of the Performance OP Profits Units will be determined based upon a comparison of the Company's total shareholder return ("TSR") on a relative basis to the MSCI U.S. REIT Index at the end of the applicable performance period (Jan 1, 2024 - Dec 31, 2026). The Performance OP Profits Units will vest, if at all, at the end of the 3-year period contingent upon the achievement of the pre-established TSR goal. The Performance OP Profits Units were issued to the reporting person pursuant to the Americold Realty Trust 2017 Equity Plan.
(7) Conditioned upon minimum allocations to the capital accounts of the Performance OP Profits Units for federal income tax purposes, each vested Performance OP Profits Unit may be converted, at the election of the holder, into a common unit of limited partnership interest in the Operating Partnership (a "Common Unit"). Each Common Unit acquired upon conversion of a vested Performance OP Profits Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of a common share of Americold Realty Trust (the "Company") (the "Common Shares"), except that the Company may, at its election, acquire each Common Unit so presented for one Common Share. The rights to convert vested Performance OP Profits Units into Common Units and redeem Common Units have no expiration dates.

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