SILA REALTY TRUST, INC. : Change of Directors or Principal Officers (Form 8-K)

Article 5.02 Departure of directors or certain officers; Election of directors; Appointment of certain leaders; Compensatory provisions of certain executives.

On July 8, 2022, Robert R. Labensky56 years old, was appointed accounting director of Sila Realty Trust, Inc. (the “Company”), beginning in the third quarter of 2022. In addition to serving as Chief Accounting Officer, Mr. Labenskywill be a member of the Management Committee upon taking office.

Mr. Labensky has 35 years of accounting and Securities Exchange Commission
experience focused exclusively on real estate companies, particularly REITs. Before joining the Company, Mr. Labensky was an audit partner at RSM US LLP
since January 2020, where he was a member of the National Real Estate Practice as a senior audit partner for various real estate companies, including REITs. Before joining RSM, Mr. Labensky was an audit partner with KPMG srl where he spent more than 32 years. During his career, he was the lead audit partner for 17 different public REITs, serving various types of real estate products including: healthcare, hotels, offices, retail, self-storage, multi-family , single-family rental and industrial. He was a member of KPMG national real estate management team for 20 years, responsible for the audit functions of the
American buildingConstruction and Real Estate in bothAtlantic
(2004-2012) and Southeast regions (2000-2004 and 2012-2020). Mr. Labensky also held various other positions within KPMGincluding the Jacksonville, Florida
Office Managing Partner (2014-2018), Head of South East Region Asset Management Practice (2018-2020) and South East Partner in charge of University Recruitment (2001-2004). Mr. Labensky knowledgeable about the rules and regulations issued by the SECONDPCAOB, FASB and AICPA, having provided advice to REITs on proposed transactions, internal control structuring, corporate governance and technical accounting and reporting matters.

Mr. Labensky was an active member of the National Association of Real Estate Investment Trusts (NAREIT) since 1998. While he was KPMGhe acted as a representative of this company in NAREIT Financial Best Practices Counciland currently acts in this role representing RSM.

Mr. Labensky Graduated from Boston Collegegraduated with a Bachelor of Science in Accounting in 1987. He is a member of the AICPA and is a Chartered Public Accountant in state of florida.

At Mr. Labenski’s employment at will with the Company includes a base salary of
$300,000 per year. In addition, Mr. Labensky will be eligible to receive an annual bonus with a target amount of $185,000 which will be based on the determination of the compensation committee (the “Compensation Committee”) of the Board of Directors of the Company (the “Board”) of its achievement of annual performance targets for one year; provided, however, that At Mr. Labenski’s the annual bonus for calendar year 2022 will be a fixed amount equal to the target cash bonus (rather than being based on criteria and objectives established and administered by the board or compensation committee), pro-rated to reflect the period of employment from the start of employment until December 31, 2022. In addition, Mr. Labensky will be granted a one-time initial fixed-term restricted stock grant of Class A common stock, under the Company’s Amended and Restated 2014 Restricted Stock Plan, or A&R Incentive Plan, with a fair value at the grant date of $350,000which, subject to At Mr. Labenski’s continuous employment until the applicable vesting date, will vest on January 1, 2027.

In addition, as part of his appointment as accounting director of the Company, the Company has undertaken to grant Mr. Labensky an award of time-based restricted common stock (the “2023 Time-Based Award”) and an award of performance-based restricted stock units (the “2023 Performance-Based Award”) during the first quarter of calendar year 2023, subject to At Mr. Labenski’s continuous employment until date of grant. The combined value of the Company’s common stock underlying the 2023 grants on the grant date will be
$200,000, with a portion of the 2023 award date value consisting of the 2023 performance-based award and a portion consisting of the 2023 time-based award. The 2023 performance-based award will be reasonably determined by the board or the compensation committee. The 2023 time-based award will vest pro rata over four years after the grant date, subject to At Mr. Labenski’s continuous employment until the applicable vesting dates (unless otherwise provided in the Severance Pay Plan (as defined below)). The 2023 awards will be granted pursuant to and will be subject to the terms of the A&R Incentive Plan and the award agreements.

In addition, Mr. Labensky will participate (like the other executive officers of the Company) in the Company’s severance plan (the “severance plan”). Under the original plan, if At Mr. Labenski’s employment with the Company terminates for any reason, the Company shall provide (or cause to be provided) to him or her accrued benefits, which consist of one of the following: (a) a accrued but unpaid base salary and/or accrued but unused vacation and/or paid time off; (b) vested benefits to which he is entitled upon termination of employment; and (c) any reimbursement of necessary, customary or customary business expenses and fees incurred by him in accordance with the applicable expense reimbursement policy. Whether Mr. Labensky suffers a “Qualifying Termination” (as defined in the Severance Pay Plan), the Company will provide (or cause to be provided) to him any earned but unpaid annual bonus relating to the calendar year preceding the year of such termination (provided that he shall remain employed until the last day of the calendar year to which the annual bonus relates), a lump sum payment calculated in accordance with the severance pay plan and the vesting full and immediate equity-based incentive awards.

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