Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On December 11, 2020, VEREIT, Inc. ("VEREIT") filed with the Maryland State Department of Assessments and Taxation two Articles of Amendment (the "Amendments") to its Articles of Amendment and Restatement, as amended, that: (i) provided for a 1-for-5 reverse stock split of the issued and outstanding shares of common stock of VEREIT, par value $0.01 (the "Common Stock"), effective at 5:00 p.m. Eastern Time on December 17, 2020 (the "Effective Date"), and (ii) provided for the par value of the Common Stock to be changed from $0.05 per share (as a result of the reverse stock split) back to $0.01 per share, effective at 5:01 p.m. Eastern Time on December 17, 2020. Fractional shares resulting from the reverse stock split will be paid in cash based on the trailing average closing price of the Common Stock on the New York Stock Exchange ("NYSE") for a period of three trading days prior to the Effective Date. The reverse stock split affected all record holders of VEREIT's Common Stock uniformly and did not affect any record holder's percentage ownership interest, except for de minimis changes as a result of the elimination of fractional shares. The reverse stock split did not affect the number of VEREIT's authorized shares of Common Stock.

VEREIT's Common Stock will begin trading on a split-adjusted basis on the NYSE at the opening of trading on December 18, 2020. VEREIT's Common Stock will continue trading on the NYSE under the symbol "VER" with a new CUSIP number of 92339V 308.

In connection with the reverse stock split, on December 17, 2020, VEREIT entered into the Third Amendment (the "OP Amendment") to the Third Amended and Restated Agreement of Limited Partnership of VEREIT Operating Partnership, L.P., the operating partnership of VEREIT (the "Operating Partnership"), which, among other things, effected a corresponding reverse split of the outstanding Operating Partnership common units.

The foregoing descriptions of the Amendments and the OP Amendment are summaries and are qualified in their entirety by the terms of the Amendments and the OP Amendment, copies of which are filed as Exhibits 3.1 and 3.2, and Exhibit 4.1, respectively, to this current Report on Form 8-K and incorporated herein by reference.




Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.             Description
                          Articles of Amendment of VEREIT, Inc., dated December 11, 2020 and
       3.1              effective December 17, 2020
                          Articles of Amendment of VEREIT, Inc., dated December 11, 2020 and
       3.2              effective December 17, 2020
                          Third Amendment to the Third Amended and Restated Agreement of Limited
       4.1              Partnership of VEREIT Operating Partnership, L.P., dated December 17, 2020
       104              Cover Page Interactive Data File (embedded within the Inline XBRL document).

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