12 unchanged sentences
OTHER INFORMATION
+Added: On December 14, 2023 , an affiliate of Andrew Spodek , our chief executive officer , terminated its previously disclosed pre-arranged trading plan, which was entered into on May 11, 2023 , and entered into a new pre-arranged trading plan (the “10b5-1 plan”) that is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.
+Added: Under the new 10b5-1 plan, the affiliate of Mr.
+Added: Spodek can purchase up to 70,000 shares of our Class A common stock between March 14, 2024 and March 13, 2025, subject to price and trading limitations under the plan.
+Added: On February 29, 2024, we mutually terminated the open market sale agreement dated November 4, 2022 with Janney Montgomery Scott LLC in connection with our ATM Program.
+Added: For description of the material terms and conditions of the terminated sale agreement and details regarding our ATM Program, see Item 7.
+Added: "Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—ATM Program.” We did not incur any penalties as a result of such termination.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
83 unchanged sentences
( 145 ) ( 322 )
−Removed: ( 22 ) ( 168 )
Ending Balance
8 unchanged sentences
( 12,503 ) ( 10,695 )
+Added: Write-offs and other
Ending Balance
3 unchanged sentences
3.1 Articles of Amendment and Restatement of the Company, dated as of May 15, 2019 (incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q filed on June 27, 2019).
−Removed: 3.2 Amended and Restated Bylaws of the Company, effective as of May 15, 2019 (incorporated by reference to Exhibit 3.2 to the Company’s Quarterly Report on Form 10-Q filed on June 27, 2019).
+Added: 3.2 Amended and Restated Bylaws of the Company , effective as of August 4, 2023 (incorporated by reference to Exhibit 3.1 to the Comp a ny ' s Quarterly Report on Form 10-Q filed on August 8, 2023).
4.1 Form of Certificate of Class A Common Stock of the Company (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-11/A filed on May 7, 2019).
21 unchanged sentences
10.17 Indemnification Agreement, dated as of May 17, 2019, by and between the Company and Matt Brandwein (incorporated by reference to Exhibit 10.27 to the Company’s Quarterly Report on Form 10-Q filed on June 27, 2019).†
−Removed: 10.18 Employment Agreement, dated June 26, 2019, by and between the Company and Andrew Spodek (incorporated by reference to Exhibit 10.28 to the Company’s Quarterly Report on Form 10-Q filed on June 27, 2019).†
−Removed: 10.19 Employment Agreement, dated June 26, 2019, by and between the Company and Jeremy Garber (incorporated by reference to Exhibit 10.29 to the Company’s Quarterly Report on Form 10-Q filed on June 27, 2019).†
−Removed: 10.20 Employment Agreement, dated December 30, 2020, by and between the Company and Robert B.
−Removed: Klein (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on January 4, 2021).†
+Added: 10.18 Amended and Restated Employment Agreement, dated October 17, 2023 , by and between the Company and Andrew Spodek (incorporated by reference to Exhibit 10.
+Added: 1 to the Company’s Cur rent Report on Form 8-K filed on October 20 , 20 23 ).† *
+Added: 10.19 Amended and Restated Employment Agreement, dated October 17, 2023, by and between the Company and Jeremy Garber (incorporated by reference to Exhibit 10.
+Added: 2 to the Company’s Current Report on Form 8-K filed on October 20, 2023).† *
+Added: 10.20 Amended and Restated Employment Agreement, dated October 17, 2023, by and between the Company and Robert Klein (incorporated by reference to Exhibit 10.
+Added: 3 to the Company’s Current Report on Form 8-K filed on October 20, 2023).†*
10.21 2019 Equity Incentive Plan of the Company (incorporated by reference to Exhibit 10.2 to the Company’s Registration Statement on Form S-11/A filed on May 7, 2019).†
11 unchanged sentences
10.28 First Amendment to Credit Agreement, dated May 11, 2022, by and among Postal Realty LP, the Company, the certain subsidiaries from time to time party thereto as guarantors, and Bank of Montreal, as administrative agent, and the several banks and financial institutions party thereto as lenders (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 11, 2022).
+Added: 10.29 Second Amendment to Credit Agreement, dated July 24, 2023, by and among Postal Realty LP, the Company , the certain subsidiaries from time to time party thereto as guarantors, and Bank of Montreal, as administrative agent, and the several banks and financial institutions party thereto as lenders (incorporated by reference to Exhibit 10.1 to the Company' s Current Report on Form 8-K filed on July 26, 2023).
10.30 Open-End Mortgage, Security Agreement, Fixture Filing, Financing Statement and Assignment of Leases and Rents, dated as of December 18, 2020, by and among Thorn Hill Postal Realty Holdings LLC, The United States Life Insurance Company in the City of New York and National Union Fire Insurance Company of Pittsburgh, PA (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on December 21, 2020).
4 unchanged sentences
21.1 Subsidiaries of the Company.*
−Removed: 23.1 Consent of BDO USA, LLP.*
+Added: 23.1 Consent of Deloitte & Touche LLP .*
+Added: 23.2 Consent of BDO USA, P.C .*
31.1 Certification of Annual Report by Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002.*
4 unchanged sentences
Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
+Added: 97.1 Incentive Compensation Recoupment Policy .
101.INS INSTANCE DOCUMENT**
12 unchanged sentences
(ii) Consolidated Statements of Operations and Comprehensive Income;
−Removed: (iii) Consolidated Statements of Changes in Equity (Deficit);
+Added: (iii) Consolidated Statements of Changes in Equity;
(iv) Consolidated Statements of Cash Flows;
3 unchanged sentences
POSTAL REALTY TRUST, INC.
−Removed: March 7, 2023 By:
+Added: February 29, 2024 By:
/s/ Andrew Spodek
3 unchanged sentences
Name Title Date
−Removed: /s/ Andrew Spodek Chief Executive Officer and Director March 7, 2023
+Added: /s/ Andrew Spodek Chief Executive Officer and Director February 29, 2024
Andrew Spodek (Principal Executive Officer)
/s/ Robert B.
−Removed: Klein Chief Financial Officer March 7, 2023
+Added: Klein Chief Financial Officer February 29, 2024
Klein (Principal Financial Officer)
−Removed: /s/ Matt Brandwein Senior Vice President and Chief Accounting Officer March 7, 2023
+Added: /s/ Matt Brandwein Senior Vice President, Chief Accounting Officer
+Added: February 29, 2024
Matt Brandwein (Principal Accounting Officer)
−Removed: /s/ Patrick Donahoe Independent Director, Chair of March 7, 2023
+Added: /s/ Patrick Donahoe Independent Director, Chair of February 29, 2024
Patrick Donahoe Board of Directors
−Removed: /s/ Barry Lefkowitz Independent Director March 7, 2023
+Added: /s/ Barry Lefkowitz Independent Director February 29, 2024
Barry Lefkowitz
−Removed: /s/ Jane Gural-Senders Independent Director March 7, 2023
+Added: /s/ Jane Gural-Senders Independent Director February 29, 2024
Jane Gural-Senders
−Removed: /s/ Anton Feingold Independent Director March 7, 2023
+Added: /s/ Anton Feingold Independent Director February 29, 2024
Anton Feingold
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.