Item 1.01 Entry into a Material Definitive Agreement. On September 24, 2021, Phillips Edison & Company, Inc. (the "Company") and Phillips Edison Grocery Center Operating Partnership I, L.P. (the "Operating Partnership") entered into (i) the First Amendment to Amended and Restated Credit Agreement among the Operating Partnership, the Company, the lenders party thereto and Bank of America, N.A., as administrative agent; (ii) the Third Amendment to Credit Agreement, by and among the Operating Partnership, the Company, the lenders party thereto and Capital One, National Association, as administrative agent; and (iii) the Third Amendment to Credit Agreement, by and among the Operating Partnership, the Company, the lenders party thereto and KeyBank National Association, as administrative agent (collectively, the "Term Loan Amendments"). The Term Loan Amendments conform certain provisions to those contained in the Credit Agreement among the Operating Partnership, the Company, the lenders party thereto, and PNC Bank, National Association as administrative agent, dated July 2, 2021.

The foregoing description of the Term Loan Amendments does not purport to be complete and is qualified in its entirety by reference to the Term Loan Amendments filed as Exhibits 10.1, 10.2 and 10.3 to this Form 8-K and incorporated herein by reference.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information provided in Item 1.01 of this Form 8-K is incorporated by reference herein.

Item 7.01 Regulation FD Disclosure.

On September 28, 2021, the Board of Directors of the Company unanimously approved distributions for October 2021 to its stockholders of record at the close of business on October 15, 2021 equal to a monthly amount of $0.09 per share of the Company's common stock and Class B common stock. The Company's October 2021 distribution is expected to be made on or around November 1, 2021.

On September 28, 2021, the Company issued a press release announcing an increase in the monthly distribution and the October 2021 distribution. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information in this Item 7.01, including Exhibit 99.1, is being furnished to the Securities and Exchange Commission ("SEC"), and shall not be deemed to be "filed" with the SEC for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section and shall not be deemed to be incorporated by reference into any other filing with the SEC except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits.
 Exhibit Number      Description of Exhibit
                       First Amendment to Amended and Restated Credit Agreement among
                     Phillips Edison Grocery Center Operating Partnership I, L.P.,
                     Phillips Edison & Company, Inc., the lenders party thereto and Bank
                     of America, N.A., as administrative agent, dated September 24,
      10.1           2021.
                       Third Amendment to Credit Agreement, by and among Phillips Edison
                     Grocery Center Operating Partnership I, L.P., Phillips Edison &
                     Company, Inc., the lenders party thereto and Capital One, National
      10.2           Association, as administrative agent, dated September 24, 2021.
                       Third Amendment to Credit Agreement, by and among Phillips Edison
                     Grocery Center Operating Partnership I, L.P., Phillips Edison &
                     Company, Inc., the lenders party thereto and KeyBank National
      10.3           Association, as administrative agent, dated September 24, 2021.
      99.1             Press release dated September 28, 2021.
                     Cover Page Interactive Data File (embedded within the Inline XBRL
       104           document).

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