Phillips Edison Company Inc
For the period ended Dec 31, 2024. Filed Feb 11, 2025.
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FY2024 · Filed Feb 11, 2025
PECO$41.20+0.9%Stored close · as of Nov 10, 2026
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ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) Financial Statement Schedules
See the Index to Consolidated Financial Statements on page F-1 of this report.
(b) Exhibits
| Ex. | Description | Reference |
| 2.1 | Contribution Agreement, dated as of May 18, 2017, between Phillips Edison Grocery Center REIT I, Inc., Phillips Edison Grocery Center Operating Partnership I, L.P., and the Contributors Listed Therein | Form 8-K, filed May 23, 2017, Exhibit 2.1 |
| 2.2 | Amendment to Contribution Agreement, between Phillips Edison & Company, Inc. (f/k/a Phillips Edison Grocery Center REIT I, Inc.), Phillips Edison Grocery Center Operating Partnership I, L.P., and the Contributors listed therein, dated as of March 12, 2019 | Form 10-K, filed March 13, 2019, Exhibit 2.2 |
| 3.1 | Fifth Articles of Amendment and Restatement of Phillips Edison & Company, Inc., as amended | Form 10-Q, filed May 5, 2022, Exhibit 3.1 |
| 3.2 | Fifth Amended and Restated Bylaws of Phillips Edison & Company, Inc. | Form 8-K, filed July 19, 2021, Exhibit 3.1 |
| 4.1 | Statement regarding restrictions on transferability of shares of common stock (to appear on stock certificate or to be sent upon request and without charge to stockholders issued shares without certificates) | Form S-11, filed March 1, 2010, Exhibit 4.2 |
| 4.2 | Fourth Amended and Restated Agreement of Limited Partnership of Phillips Edison Grocery Center Operating Partnership I, L.P. | Form 10-K, filed March 30, 2018, Exhibit 4.4 |
| 4.3 | Description of Phillips Edison & Company, Inc.’s Securities Registered Under Section 12 of the Securities Exchange Act of 1934 | Form 10-K, filed March 12, 2021, Exhibit 4.5 |
| 4.4 | Indenture, dated as of October 6, 2021, by and among Phillips Edison Grocery Center Operating Partnership I, L.P., as issuer, Phillips Edison & Company, Inc., as guarantor, and U.S. Bank National Association, as trustee | Form 8-K, filed October 6, 2021, Exhibit 4.1 |
| 4.5 | First Supplemental Indenture, dated as of October 6, 2021, by and among Phillips Edison Grocery Center Operating Partnership I, L.P., as issuer, Phillips Edison & Company, Inc., as guarantor, and U.S. Bank National Association, as trustee | Form 8-K, filed October 6, 2021, Exhibit 4.2 |
| 4.6 | Second Supplemental Indenture, dated as of May 13, 2024, by and among Phillips Edison Grocery Center Operating Partnership I, L.P., as issuer, Phillips Edison & Company, Inc., as guarantor, and U.S. Bank Trust Company National Association, as trustee. | Form 8-K, filed May 13, 2024, Exhibit 4.2 |
| 4.7 | Third Supplemental Indenture, dated as of September 12, 2024, by and among Phillips Edison Grocery Center Operating Partnership I, L.P., as issuer, Phillips Edison & Company, Inc., as guarantor, and U.S. Bank Trust Company National Association, as trustee. | Form 8-K, filed September 12, 2024, Exhibit 4.2 |
| 10.1 | Tax Protection Agreement dated as of October 4, 2017 by and among Phillips Edison Grocery Center REIT I, Inc., Phillips Edison Grocery Center Operating Partnership I, L.P. and each Protected Partner identified as a signatory on Schedule I, as amended from time to time | Form 8-K, filed October 11, 2017, Exhibit 10.2 |
| 10.2 | Tax Protection Agreement by and among Phillips Edison & Company, Inc., Phillips Edison Grocery Center Operating Partnership I, L.P., and each Protected Partner identified as a signatory on Schedule I | Form 8-K, filed July 19, 2021, Exhibit 10.1 |
| 10.3 | Equityholder Agreement dated October 4, 2017 by and among Phillips Edison Grocery Center REIT I, Inc., Phillips Edison Grocery Center Operating Partnership I, L.P. and each of the individuals signatory thereto | Form 8-K, filed October 11, 2017, Exhibit 10.3 |
| 10.4 | Credit Agreement among Phillips Edison Grocery Center Operating Partnership I, L.P., Phillips Edison & Company, Inc., the lenders party thereto, and PNC Bank, National Association as administrative agent, dated July 2, 2021 | Form 8-K, filed July 2, 2021, Exhibit 10.1 |
| Ex. | Description | Reference |
| 10.5 | First Amendment to the Credit Agreement among Phillips Edison Grocery Center Operating Partnership I, L.P., Phillips Edison & Company, Inc., the lenders party thereto, and PNC Bank, National Association as administrative agent, dated May 20, 2022 | Form 8-K, filed May 20, 2022, Exhibit 10.1 |
| 10.6 | Loan Agreement by and among the Borrowers and Teachers Insurance and Annuity Association of America, dated October 4, 2017 | Form 10-Q, filed November 9, 2017, Exhibit 10.10 |
| 10.7 | Form of Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing | Form 10-Q, filed November 9, 2017, Exhibit 10.11 |
| 10.8 | Phillips Edison & Company, Inc. 2020 Omnibus Incentive Plan* | Schedule 14A, filed April 7, 2020, Appendix A |
| 10.9 | First Amendment to Phillips Edison & Company, Inc. 2020 Omnibus Incentive Plan * | Schedule 14A, filed April 9, 2021, Appendix A |
| 10.10 | Amended and Restated 2010 Independent Director Stock Plan* | Form S-11/A, filed August 11, 2010, Exhibit 10.3 |
| 10.11 | Amended and Restated 2010 Long-Term Incentive Plan* | Form 10-Q, filed November 9, 2017, Exhibit 10.14 |
| 10.12 | Phillips Edison and Company, Inc. Amended & Restated Executive Severance and Change in Control Plan dated March 11, 2020* | Form S-11/A, filed July 7, 2021, Exhibit 10.19 |
| 10.13 | Equity Vesting Agreement with Devin Murphy dated October 2, 2017* | Form 10-Q, filed November 9, 2017, Exhibit 10.15 |
| 10.14 | Participation Agreement for Jeffrey Edison dated October 4, 2017* | Form 10-Q, filed November 9, 2017, Exhibit 10.16 |
| 10.15 | Participation Agreement for Devin Murphy dated October 4, 2017* | Form 10-Q, filed November 9, 2017, Exhibit 10.17 |
| 10.16 | Participation Agreement for Robert Myers dated October 4, 2017* | Form 10-Q, filed November 9, 2017, Exhibit 10.18 |
| 10.17 | Participation Agreement for Tanya Brady dated March 12, 2019* | Form 10-K, filed March 13, 2019, Exhibit 10.23 |
| 10.18 | Participation Agreement for John Caulfield dated August 7, 2019* | Form 10-Q, filed August 12, 2019, Exhibit 10.1 |
| 10.19 | 2019 Performance LTIP Unit Award Agreement for Jeffrey S. Edison, dated March 12, 2019* | Form 10-K, filed March 13, 2019, Exhibit 10.26 |
| 10.20 | Amendment to 2019 Performance LTIP Unit Award Agreement for Jeffrey S. Edison, dated March 11, 2020* | Form 10-K, filed March 12, 2020, Exhibit 10.22 |
| 10.21 | 2019 Performance LTIP Unit Award Agreement for Devin I. Murphy, dated March 12, 2019* | Form 10-K, filed March 13, 2019, Exhibit 10.27 |
| 10.22 | Amendment to 2019 Performance LTIP Unit Award Agreement for Devin I. Murphy, dated March 11, 2020* | Form 10-K, filed March 12, 2020, Exhibit 10.24 |
| 10.23 | Form of LTIP Listing Equity Grant* | Form S-11/A, filed July 7, 2021, Exhibit 10.32 |
| 10.24 | Form of LTIP Listing Equity Grant (Murphy)* | Form S-11/A, filed July 7, 2021, Exhibit 10.33 |
| 10.25 | Form of RSU Listing Equity Grant* | Form S-11/A, filed July 7, 2021, Exhibit 10.34 |
| 10.26 | Form of Restricted Stock Listing Equity Grant* | Form S-11/A, filed July 7, 2021, Exhibit 10.35 |
| 10.27 | Form of Performance LTIP Unit Award Agreement (2022)* | Form 8-K, filed March 4, 2022, Exhibit 10.1 |
| 10.28 | Form of Performance LTIP Unit Award Agreement (2022 - Murphy)* | Form 8-K, filed March 4, 2022, Exhibit 10.2 |
| 10.29 | Form of Time-Based LTIP Unit Award Agreement (2022)* | Form 8-K, filed March 4, 2022, Exhibit 10.3 |
| 10.30 | Form of Time-Based LTIP Unit Award Agreement (2022 - Murphy)* | Form 8-K, filed March 4, 2022, Exhibit 10.4 |
| 10.31 | Second Amended and Restated Credit Agreement, dated as of July 31, 2023, among Phillips Edison Grocery Center Operating Partnership I, L.P., Phillips Edison & Company, Inc., the lenders party thereto, and Bank of America, N.A., as administrative agent | Form 10-Q, filed August 2, 2023, Exhibit 10.1 |
| 10.32 | Amended and Restated Credit Agreement, dated as of July 31, 2023, among Phillips Edison Grocery Center Operating Partnership I, L.P., Phillips Edison & Company, Inc., the lenders party thereto and Capital One, National Association, as administrative agent | Form 10-Q, filed August 2, 2023, Exhibit 10.2 |
| 10.33 | Amended and Restated Credit Agreement, dated as of July 31, 2023, among Phillips Edison Grocery Center Operating Partnership I, L.P., Phillips Edison & Company, Inc., the lenders party thereto and KeyBank National Association, as administrative agent | Form 10-Q, filed August 2, 2023, Exhibit 10.3 |
| Ex. | Description | Reference |
| 10.34 | Form of Time-Based LTIP Unit Award Agreement (Directors)* | Form 10-Q, filed July 26, 2024, Exhibit 10.1 |
| 10.35 | Second Amendment to Credit Agreement among Phillips Edison Grocery Center Operating Partnership I, L.P., Phillips Edison & Company, Inc., the lenders party thereto and PNC Bank, National Association, as administrative agent, dated January 9, 2025 | Form 8-K, filed January 10, 2025, Exhibit 10.1 |
| 10.36 | First Amendment to Second Amended and Restated Credit Agreement among Phillips Edison Grocery Center Operating Partnership I, L.P., Phillips Edison & Company, Inc., the lenders party thereto and Bank of America, N.A., as administrative agent, dated February 4, 2025 | Form 8-K, filed February 7, 2025, Exhibit 10.1 |
| 10.37 | First Amendment to Amended and Restated Credit Agreement among Phillips Edison Grocery Center Operating Partnership I, L.P., Phillips Edison & Company, Inc., the lenders party thereto and KeyBank National Association, as administrative agent, dated February 4, 2025 | Form 8-K, filed February 7, 2025, Exhibit 10.2 |
| 10.38 | First Amendment to Amended and Restated Credit Agreement among Phillips Edison Grocery Center Operating Partnership I, L.P., Phillips Edison & Company, Inc., the lenders party thereto and Capital One, National Association, as administrative agent, dated February 4, 2025 | Form 8-K, filed February 7, 2025, Exhibit 10.3 |
| 19 | Insider Trading Policy** | |
| 21.1 | Subsidiaries of the Company** | |
| 22.1 | List of Issuers of Guaranteed Securities** | |
| 23.1 | Consent of Deloitte & Touche LLP** | |
| 31.1 | Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002** | |
| 31.2 | Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002** | |
| 32.1 | Certification of Principal Executive Officer pursuant to 18 U.S.C. 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002*** | |
| 32.2 | Certification of Principal Financial Officer pursuant to 18 U.S.C. 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002*** | |
| 97 | Phillips Edison & Company, Inc. Policy for Recovery of Erroneously Awarded Compensation | Form 10-K, filed February 12, 2024, Exhibit 97 |
| 101.1 | The following information from the Company’s annual report on Form 10-K for the year ended December 31, 2024, formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets; (ii) Consolidated Statements of Operations and Comprehensive Income; (iii) Consolidated Statements of Equity; and (iv) Consolidated Statements of Cash Flows | |
| 101.INS | Inline XBRL Instance Document | |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
- Management Contract or Compensatory Plan
** Filed herewith
*** Furnished herewith
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