Americold Realty Trust (COLD) Form 4 AMERICOLD REALTY TRUST / Robert E. Harris 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^*

Harris Robert E.

(Last) (First) (Middle)

10 GLENLAKE PARKWAY, SOUTH TOWER

SUITE 600

(Street)

ATLANTA GA 30328

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AMERICOLD REALTY TRUST [ COLD ]

5. 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

3. Date of Earliest Transaction (Month/Day/Year)
01/08/2025

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	01/08/2025		M		1,055(1)	A	$0	2,892	D
Common Stock	01/08/2025		F		390(2)	D	$21.17	2,502	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
Performance Restricted Stock Units	(3)	01/08/2025		M			1,055(3)	(3)	(3)	Common Stock	1,055	$0	0	D

Explanation of Responses:

1. Shares acquired upon vesting of performance-based restricted stock units ("PRSUs"). Each PRSU represents the right to receive one share of Americold Realty Trust, Inc. common stock ("Common Stock"). The number of shares of Common Stock acquired upon vesting was based upon a comparison of the Company's relative total shareholder return ("TSR") against the total shareholder return of each company in the MSCI U.S. REIT Index over the performance period January 1, 2022 through December 31, 2024. TSR as computed and approved by the Company's Compensation Committee ranked in the 28.5% percentile rank and resulted in a vesting percentage of 57% of the target award.

2. Shares withheld by Americold to satisfy tax withholding requirements on vesting of PRSUs. Not an open market sale.

3. Each performance-based restricted stock unit ("PRSU") represents the right to acquire one share of 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 as approved by the Company's Compensation Committee. The PRSUs were issued to the reporting person pursuant to the Americold Realty Trust 2017 Equity Plan.

Remarks:

	/s/ Nathan H. Harwell, attorney-in-fact	01/13/2025
	** 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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