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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol Postal Realty Trust, Inc. [ PSTL ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 01/31/2022 | ||||||||||||||||||||||||||
| 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 | ||||||
| Class A common stock(1) | 01/31/2022 | A | 5,769(1) | A | $17.3327(2) | 47,111(3) | D | |||
| Class A common stock(4) | 01/31/2022 | A | 4,039(4) | A | $0 | 51,150(3) | D | |||
| Class A common stock(5) | 01/31/2022 | A | 5,769(5) | A | $0 | 56,919(3) | D | |||
| Class A common stock(6) | 01/31/2022 | A | 3,750(6) | A | $0 | 60,669(3) | D | |||
| Class A common stock | 02/01/2022 | F | 678(7) | D | $0 | 59,991(3) | D | |||
| 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 | ||||||||
| Restricted Stock Units(8) | (9) | 01/31/2022 | A | 3,750 | (9) | (9) | Class A common stock | 3,750 | $0(9) | 7,666 | D | ||||
| Explanation of Responses: |
| 1. Reflects a grant of restricted shares of Class A common stock of Postal Realty Trust, Inc.'s (the "Issuer") in lieu of cash compensation that vested 100% on the date of grant. |
| 2. The price of the securities acquired by the Reporting Person is based on the volume weighted average price of the Issuer's Class A common stock for the 10 trading days immediately preceding January 31, 2022, which was $17.3327. |
| 3. Includes purchases of 299 shares under the Issuer's 2019 Qualified Employee Stock Purchase Plan. |
| 4. Reflects a grant of restricted shares of the Issuer's Class A common stock that vest ratably on the first, second and third anniversaries of February 1, 2022, subject to the Reporting Person's continued service as an employee through the applicable vesting date. |
| 5. Reflects a grant of restricted shares of the Issuer's Class A common stock that vest on the eighth anniversary of February 1, 2022, subject to certain conditions. |
| 6. Reflects a grant of restricted shares of the Issuer's Class A common stock that vest ratably on the first, second and third anniversaries of December 31, 2021, subject to the Reporting Person's continued service as an employee through the applicable vesting date. |
| 7. Reflects shares withheld to satisfy tax withholding obligation in connection with the partial vesting of a restricted stock award granted on February 11, 2021. |
| 8. The Reporting Person may earn up to 150% of the Restricted Stock Units granted. |
| 9. The Restricted Stock Units are market-based awards and are subject to and will vest upon achievement of performance-based hurdles relating to the Issuer's absolute total stockholder return and continued employment with the Issuer during the period from the grant date through December 31, 2024. Upon vesting, the Restricted Stock Units that vest will be settled in shares of the Issuer's Class A common stock and the Reporting Person will be entitled to receive the distributions that would have been paid with respect to each share of the Issuer's Class A common stock received upon settlement on or after the date the Restricted Stock Units were initially granted. |
| Remarks: |
| /s/ Jie Chai, attorney-in-fact | 02/02/2022 | |
| ** 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. | ||