Essential Properties Realty Trust Files 8-K

TL;DR

EPRT filed an 8-K, standard procedure, no major news.

AI Summary

Essential Properties Realty Trust, Inc. filed an 8-K on October 25, 2024, to report other events and financial statements. The filing does not contain specific details about new transactions or financial results, but rather serves as a procedural update.

Why It Matters

This 8-K filing indicates that Essential Properties Realty Trust, Inc. is making a regulatory submission to the SEC, which is standard practice for public companies.

Risk Assessment

Risk Level: low — The filing is a routine 8-K for 'Other Events' and 'Financial Statements and Exhibits', indicating no immediate material changes or significant events.

Key Players & Entities

• Essential Properties Realty Trust, Inc. (company) — Registrant
• 0001728951 (company) — Central Index Key
• 001-38530 (company) — SEC File Number
• 824005693 (company) — IRS Employer Identification No.
• Maryland (company) — State of Incorporation
• NJ (company) — State of Principal Executive Offices
• 6094360619 (company) — Business Phone

FAQ

Key Financial Figures

• $0.01 — ange on which registered Common Stock, $0.01 par value per share EPRT New York Stock
• $750.0 million — an aggregate gross sales price of up to $750.0 million (the "Shares"), through the Agents, as
• $160.0 million — ment, an aggregate gross sales price of $160.0 million of the Common Stock remained unsold und

Filing Documents

• eprt-20241025.htm (8-K) — 38KB
• exhibit11-8xkoctober2024.htm (EX-1.1) — 590KB
• exhibit51-8xkoctober2024.htm (EX-5.1) — 22KB
• venablellp.jpg (GRAPHIC) — 419KB
• 0001628280-24-043843.txt ( ) — 1435KB
• eprt-20241025.xsd (EX-101.SCH) — 2KB
• eprt-20241025_lab.xml (EX-101.LAB) — 22KB
• eprt-20241025_pre.xml (EX-101.PRE) — 13KB
• eprt-20241025_htm.xml (XML) — 3KB

01 Other Events

Item 8.01 Other Events. On October 25, 2024, Essential Properties Realty Trust, Inc. (the "Company") and Essential Properties, L.P. (the "Operating Partnership") entered into an ATM Equity Offering Sales Agreement (the "Sales Agreement") with BofA Securities, Inc., Barclays Capital Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., Capital One Securities, Inc., Citigroup Global Markets Inc., Evercore Group L.L.C., Goldman Sachs & Co. LLC, Huntington Securities, Inc., Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, Nomura Securities International, Inc., Raymond James & Associates, Inc., Scotia Capital (USA) Inc., Stifel, Nicolaus & Company, Incorporated, TD Securities (USA) LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC (each, an "Agent" and, collectively, the "Agents") and the Forward Purchasers (as defined below), providing for the offer and sale of shares of the Company's common stock, par value $0.01 per share (the "Common Stock"), having an aggregate gross sales price of up to $750.0 million (the "Shares"), through the Agents, as its sales agents or, if applicable, as forward sellers, or directly to the Agents as principals. Upon entry into the Sales Agreement, the Company terminated its prior at-the-market offering program pursuant to the ATM Equity Offering Sales Agreement dated as of June 17, 2024 (the "Prior Sales Agreement"), entered into with the agents and forward purchasers named therein. At the time of the termination of the Prior Sales Agreement, an aggregate gross sales price of $160.0 million of the Common Stock remained unsold under the Prior Sales Agreement. The Shares may be offered and sold in amounts and at times to be determined by the Company from time to time. Actual offers and sales, if any, will depend on a variety of factors to be determined by the Company and the Agents from time to time, including, among other things, market conditions, the trading price of the Common Stock, capital needs and determinatio

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits . Exhibit Number Exhibit 1.1 ATM Equity Offering Sales Agreement dated October 25, 2024 5.1 Opinion of Venable LLP 23.1 Consent of Venable LLP (contained in opinion filed as Exhibit 5.1 hereto) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: October 25, 2024 Essential Properties Realty Trust, Inc. By: /s/ Mark E. Patten Mark E. Patten Executive Vice President, Chief Financial Officer, Treasurer and Corporate Secretary