Nelson James Larry Form 4 Global Net Lease / James Larry Nelson ownership change

SEC Form 4

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^*

Nelson James Larry

(Last) (First) (Middle)

650 FIFTH AVE., 30TH FLOOR

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Global Net Lease, Inc. [ GNL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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	06/18/2021		C(1)(2)		2,135,496	A	(1)(2)	2,135,496	I	See footnote(3)
Common Stock	06/21/2021		S		106,774	D	$18.47(4)	28,300(1)(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
OP Units	$0	06/18/2021		C(1)(2)			2,135,496	(1)(2)	(1)(2)	Common Stock	2,135,496	(1)(2)	0	I	See footnote(3)

Explanation of Responses:

1. Units of limited partnership interest designated as "OP Units" ("OP Units") in Global Net Lease Operating Partnership, L.P. (the "OP"), the operating partnership of Global Net Lease, Inc. (the "Company"), may be redeemed on a one-for-one basis for, at the Company's election, a share of the Company's common stock or the cash equivalent thereof for each OP Unit. On June 17, 2021, Global Net Lease Advisors, LLC (the "Advisor"), the external advisor to the Company, exercised its right to redeem its 2,135,496 OP Units.

2. On the same day, the Company's board of directors elected to satisfy the OP's redemption obligation by issuing shares of the Company's common stock to the Advisor. The shares were issued to the Advisor on June 18, 2021. Also on June 18, 2021, the Advisor distributed these shares to the direct or indirect interest holders of the Advisor, including the reporting person. Accordingly, the amount of securities beneficially owned directly by the reporting person following the reported transaction gives effect to 106,774 shares received in this distribution, representing the reporting person's proportionate interest with respect to his non-controlling profits interest in the Advisor.

3. Held directly by the Advisor. The reporting person is the chief executive officer and president of, and also holds a non-controlling profits interest in, the Advisor. The reporting person disclaims beneficial ownership of the securities beneficially owned by the Advisor except to the extent of his pecuniary interest therein.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.475 to $18.4632, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. These sales were completed for the reporting person's tax and estate planning purposes.

	/s/ James L. Nelson	06/22/2021
	** 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).
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