Sara R. Grisham - Mar 31, 2025 Form 3 Insider Report for MODIV INDUSTRIAL, INC. (MDV)

Role
Principal Accounting Officer
Signature
/s/ John Raney, by Power of Attorney for Sara R. Grisham
Stock symbol
MDV
Transactions as of
Mar 31, 2025
Transactions value $
$0
Form type
3
Date filed
4/1/2025, 09:41 PM
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding MDV Class X Units Mar 31, 2025 COMMON STOCK, CLASS C 40K Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents Class X units of limited partnership interest ("Class X Units") of Modiv Operating Partnership, LP ("Modiv OP"), the operating partnership of Modiv Industrial, Inc. (the "Company"), and of which the Company is the general partner. Class X Units vest according to the terms of the award agreement pursuant to which the Class X Units were granted to the reporting person. Under the limited partnership agreement of Modiv OP, upon vesting, such Class X Units automatically convert into units of Class C limited partnership interests of Modiv OP ("Class C Units"), provided that the value of Modiv OP has appreciated such that the capital account of the holder of Class X Units is equal to the capital account balance attributable to a Class C Unit on a per unit basis.
F2 After such Class C Units have been outstanding for at least one year (inclusive of any holding period for any Class X Units converted into Class C Units), the holder may require Modiv OP to exchange all or a portion of such holder's Class C Units for cash or, at the option of the Company, shares of the Company's Class C Common Stock, $0.001 par value per share (the "Class C Common Stock"), on a one-for-one basis. Class X Units have no expiration date.
F3 Represents a grant of unvested Class X Units, all of which vest on March 5, 2030, subject to the reporting person's continued service on such date and subject to acceleration upon certain events.