Postal Realty Trust, Inc. filed a Form 8-K on August 5, 2026, disclosing the entry into separate at-the-market sales agreements with eight sales agents permitting the offer and sale of up to $300,000,000 in Class A common stock.

Key Highlights

  • Aggregate offering size: Up to $300,000,000 in Class A common stock, par value $0.01 per share.
  • Eight sales agents named: J.P. Morgan Securities LLC, Colliers Securities LLC, Jefferies LLC, M&T Securities, Inc., Mizuho Securities USA LLC, Scotia Capital (USA) Inc., Stifel, Nicolaus & Company, Incorporated, and Truist Securities, Inc.
  • Forward purchaser structure included: Six Forward Purchasers designated, with matching Forward Sellers acting as their agents.
  • Commission cap: Sales agent commissions will not exceed 2.0% of the gross sales price per applicable sale.
  • Settlement options: The company expects to fully physically settle Fixed Share Forward Sale Agreements but may elect cash settlement or net share settlement at its discretion, subject to certain exceptions.
  • No initial proceeds from forward sales: The company will not initially receive proceeds from shares borrowed and sold by a Forward Purchaser or its affiliate through the relevant Forward Seller.

Postal Realty Trust Enters At-the-Market Sales Agreements With Eight Agents

According to the filing, Postal Realty Trust, Inc. (New York Stock Exchange: PSTL) and its operating partnership, Postal Realty LP, entered into the Sales Agreements on August 5, 2026. The agreements allow for the offer and sale of shares of the company's Class A common stock from time to time through the designated sales agents, through Forward Sellers acting as agents for Forward Purchasers, or directly to one or more sales agents acting as principal. Sales may be made via ordinary brokers' transactions on the New York Stock Exchange, at market prices prevailing at the time of sale, at prices related to prevailing market prices, at negotiated prices, by privately negotiated transactions including block sales, or by any other methods permitted by applicable law.

The filing describes two forms of Forward Sale Agreement the company may enter into. In a "Contingent Forward Sale Agreement," the company's obligation to sell and the applicable Forward Purchaser's obligation to purchase shares is contingent on the Forward Purchaser's exercise or deemed exercise of a specified contingency, which may occur in whole or in part prior to specified contingency expiration dates. In a "Non-Contingent Forward Sale Agreement," no such contingency applies. The filing refers to a Non-Contingent Forward Sale Agreement and any Contingency Exercised Portion of a Contingent Forward Sale Agreement collectively as a "Fixed Share Forward Sale Agreement."

The company disclosed that it currently expects to fully physically settle each Fixed Share Forward Sale Agreement on one or more dates specified by the company on or before the maturity date, receiving aggregate net proceeds equal to the number of shares specified multiplied by the relevant forward price per share. The filing also noted that the company may receive contingency premiums from applicable Forward Purchasers in connection with Contingent Forward Sale Agreements. No sales agent or Forward Seller is required to sell any specific number or dollar amount of shares but has agreed to use commercially reasonable efforts consistent with normal trading and sales practices.

What Was Disclosed

Postal Realty Trust disclosed entry into at-the-market sales agreements dated August 5, 2026, with eight sales agents and six Forward Purchasers, allowing up to $300,000,000 in Class A common stock to be offered and sold, including through forward sale structures, with agent commissions capped at 2.0%.