X0609 4 2026-06-24 0001498547 CIM REAL ESTATE FINANCE TRUST, INC. NONE 0000904290 RESSLER RICHARD S false 2398 E. CAMELBACK ROAD, 4TH FLOOR PHOENIX AZ 85016 true true true false CEO & President false Common Stock 2026-06-24 4 D false 20000 D 20000 I By CIM Real Estate Finance Management, LLC Common Stock 2026-06-24 4 D false 911041.268 D 911041.268 I By CIM CMFT MLP, LLC Common Stock 2026-06-24 4 D false 341363.867 D 341363.867 I By CIM Real Estate Finance Holdings, LLC Special Voting Preferred Stock 2026-06-24 4 A false 907376073.663 A 907376073.663 I By CIM Group Holdings, LLC Common Stock 100 I By CIM Group Holdings, LLC Restricted Stock Units 2026-06-24 4 D false 2882391.339 D Common Stock 2882391.339 2882391.339 I By CIM Real Estate Finance Management, LLC Restricted Stock Units 2026-06-24 4 A false 2165489.342 A Common Stock 2165489.342 5047880.681 I By CIM Real Estate Finance Management, LLC Class A-1 Limited Partnership Units 2026-06-24 4 A false 821175346.665 A Common Stock 821175346.665 821175346.665 I By CIM Group Holdings, LLC Class A-2 Limited Partnership Units 2026-06-24 4 A false 86200726.998 A Common Stock 86200726.998 86200726.998 I By CIM Group Holdings, LLC The entities (together with the manager described in footnote (5), the "contributed entities") directly owning the reported shares of common stock were contributed to an operating partnership in which a subsidiary of the issuer is general partner (the "operating partnership") in a transaction with the issuer pursuant to which the contributing entity, CIM Group Holdings, LLC ("CIM Group Holdings"), received shares of special voting preferred stock of the issuer. The reporting person may be deemed to beneficially own such shares of common stock owned by the contributed entities, which are now subsidiaries of the issuer, given his role as Chief Executive Officer of the issuer. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. (Continued from footnote 1) Prior to the transaction, the contributed entities were owned by CIM Group Holdings, which is owned and controlled by CIM Group, LLC ("CIM Group Parent"), with respect to which the reporting person is a controlling person. The reporting person may be deemed to beneficially own the shares and limited partnership units owned by CIM Group Holdings because of his position with CIM Group Parent, which owns and controls CIM Group Holdings. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. The 100 shares of the common stock of the issuer currently owned by CIM Group Holdings were previously owned by CIM CMFT MLP, LLC. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock, payable 50% in the issuer's common stock and 50% in the cash value thereof. Represents the following remaining restricted stock units originally granted to CIM Real Estate Finance Management, LLC (the "manager") under the issuer's 2024 Manager Equity Incentive Plan (the "prior restricted stock units"): the remaining 740,623.350 restricted stock units originally granted to the manager on January 9, 2024, which will vest on December 15, 2026, the remaining 709,600.773 restricted stock units originally granted to the manager on July 29, 2024, which will vest in equal annual installments on June 30, 2026 and June 30, 2027 and the remaining 1,432,167.216 restricted stock units originally granted to the manager on April 14, 2025, which will vest in equal annual installments on April 15, 2027 and April 15, 2028. The reporting person may be deemed to beneficially own such restricted stock units owned by the manager, which is now a subsidiary of the issuer, given his role as Chief Executive Officer of the issuer. (Continued from footnote 6) The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. The prior restricted stock units owned by the manager, a contributed entity, were disposed of by the reporting person in the transaction described in footnote (1) in the same manner as the reported shares of common stock were disposed of as described in footnote (1). Represents a grant of restricted stock units to the manager under the issuer's 2024 Manager Equity Incentive Plan. The restricted stock units vest in three equal annual installments beginning on April 15, 2027, subject to the continued service of the manager as the manager of the issuer or an affiliate thereof through each vesting date. The reported restricted stock units are owned directly by the manager, which was contributed to the operating partnership in the transaction described in footnote (1). (Continued from footnote 8) The reporting person may be deemed to beneficially own such restricted stock units owned by the manager, which is now a subsidiary of the issuer, given his role as Chief Executive Officer of the issuer. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. In addition to the shares of special voting preferred stock of the issuer described in footnote (1) above, CIM Group Holdings received Class A-1 and Class A-2 limited partnership units of the operating partnership in the transaction described in footnote (1) as consideration for the contribution of the contributed entities to the operating partnership. Such Class A-1 and Class A-2 limited partnership units are exchangeable on a 1-to-1 basis into shares of the issuer's common stock under certain circumstances. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. /s/ Richard Ressler 2026-06-26