ESSENTIAL PROPERTIES REALTY TRUST, INC. 8-KCurrent Reports (8-K / ad hoc)

Market for Equity / Stockholders

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On September 4, 2026, the Board of Directors (the “Board”) of Essential Properties Realty Trust, Inc. (the “Company”) appointed R. Max Jenkins, the Company’s current Executive Vice President and Chief Operating Officer, to the position of President and Chief Operating Officer, with Peter M. Mavoides continuing to serve as the Company’s Chief Executive Officer. Biographical information for Mr. Jenkins may be found in the Company’s definitive proxy statement relating to its 2026 Annual Meeting of Stockholders filed with the U.S. Securities and Exchange Commission on March 31, 2026 (the “2026 Proxy Statement”). In connection with the foregoing changes, Messrs. Mavoides and Jenkins entered into amended and restated employment agreements, each effective September 8, 2026, which provide for an initial term through March 31, 2031, subject to one-year automatic renewals. The amended and restated employment agreements are generally based on each executive officer’s existing employment agreement, but updated to (i) reflect each executive officer’s current compensation elements, (ii) provide that the Company’s election to not renew the employment term will be treated as a termination by the Company without cause, and (iii) provide that each executive officer will receive severance relating to a change in control of the Company if either is terminated by the Company without cause or due to good reason within the 60-day period prior to, or the 24-month period following, a change in control of the Company. In addition, Mr. Jenkin’s cash severance will be two times base salary for a qualifying termination of employment not in connection with a change in control of the Company and three times base salary for a qualifying termination of employment in connection with a change in control of the Company. The description of Mr. Mavoides’ amended and restated employment agreement and Mr. Jenkins’ amended and restated employment agreement is qualified in its entirety by the amended and restated employment agreements attached as Exhibit 10.1 and Exhibit 10.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference. Also, on September 4, 2026, the Board approved the expansion of Robert W. Salisbury