Wells George M. Form 4 Piedmont Office Realty Trust / George M. Wells 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^*

Wells George M.

(Last) (First) (Middle)

5565 GLENRIDGE CONNECTOR

STE. 450

(Street)

ATLANTA GA 30342

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Piedmont Office Realty Trust, Inc. [ PDM ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP- Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2023

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	02/10/2023		M		3,338	A	(1)(2)	87,722	D
Common Stock	02/10/2023		F		1,606(1)	D	$10.4	86,116	D
Common Stock	02/13/2023		M		5,451	A	(2)(3)	91,567	D
Common Stock	02/13/2023		F		2,622(3)	D	$10.55	88,945	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
Restricted Stock Units	$0.0(2)	02/10/2023		M			3,338	(1)	(1)	Common Stock	3,338	$0	14,078	D
Restricted Stock Units	$0.0(2)	02/13/2023		A		21,801		(3)	(3)	Common Stock	21,801	$0	35,879	D
Restricted Stock Units	$0.0(2)	02/13/2023		M			5,451	(3)	(3)	Common Stock	5,451	$0	30,428	D

Explanation of Responses:

1. On February 10, 2022, the reporting person was granted 13,353 restricted stock units, vesting in four equal, annual installments beginning on the grant date. On February 10, 2023, 25% of the grant vested (3,338 shares), and were settled in PDM common stock. In connection with this vesting, 1,606 shares were forfeited by the employee and delivered to PDM to satisfy tax withholding obligations.

2. Each restricted stock unit represents a contingent right to receive one share of PDM common stock. Restricted stock units may be settled in cash or common stock at PDM's election.

3. On February 13, 2023, the reporting person was granted 21,801 restricted stock units, vesting in four equal, annual installments beginning on the grant date. As such, 25% of the grant vested (5,451 shares) on February 13, 2023, and were settled in PDM common stock. In connection with this vesting, 2,622 shares were forfeited by the employee and delivered to PDM to satisfy tax withholding obligations.

Remarks:

	/s/ Laura P. Moon as Attorney-in-Fact for George M. Wells	02/14/2023
	** 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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