Transaction Details

Footnotes

Limited partnership interests ("OP Units") in Phillips Edison Grocery Center Operating Partnership I, L.P., a Delaware limited partnership ("PECO OP") are exchangeable, at the election of the holder, for cash equal to the fair market value of one share of the Issuer's Common Stock or, at the option of PECO OP, shares of the Issuer's Common Stock on a one-for-one basis, and have no expiration date and are not subject to vesting. | Reflects the transfer by Mr. Edison of the non-voting units in Junebug Trust I, LLC, representing 1,999,800 shares held by Junebug Trust I, LLC, to the Jeffrey Edison Family Trust, in exchange for a promissory note of equal value to the transferred non-voting units, for estate planning purposes. Junebug Trust I, LLC continues to own the shares and Mr. Edison continues to control Junebug Trust I, LLC. | Reflects total shares held by the entity, and as to which Mr. Edison has shared voting and dispositive power. Mr. Edison disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.