8-K - FCPT - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) : March 14, 2024

FOUR CORNERS PROPERTY TRUST, INC.

(Exact name of registrant as specified in its charter)

Maryland	001-37538	47-4456296
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

591 Redwood Highway, Suite 3215, Mill Valley, California 94941

(Address of principal executive offices, including zip code)

(415) 965-8030

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of Exchange on Which Registered
Common Stock, $0.0001 par value per share	FCPT	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

The information set forth in Item 8.01 below is incorporated herein by reference.

Item 7.01	Regulation FD Disclosure.

On March 14, 2024, Four Corners Property Trust, Inc. (the “Company”) issued a press release announcing its entry into the Incremental Agreement (as defined below). The Company’s press release is attached as Exhibit 99.1 hereto and is incorporated by reference in this Item 7.01.

The information in this Item 7.01 and Exhibit 99.1 to this Form 8-K is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall they be deemed to be incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 8.01	Other Events.

As previously disclosed, on October 25, 2022, the Company and its subsidiary, Four Corners Operating Partnership, LP (the “Borrower”), entered into a Third Amended and Restated Revolving Credit and Term Loan Agreement (the “Loan Agreement”) with JPMorgan Chase Bank, N.A., as administrative agent (the “Agent”), and the lenders (the “Lenders”) and other agents party thereto, that provided for a revolving credit facility in an aggregate principal amount of $250.0 million (the “Revolving Credit Facility”) and a term loan facility in an aggregate principal amount of $430.0 million, comprised of (i) a $150.0 million term credit facility with a maturity date of November 9, 2025 (the “Term Loan A-1 Facility”), (ii) a $100.0 million term credit facility with a maturity date of November 9, 2026 (the “Term Loan A-2 Facility”), (iii) a $90.0 million term credit facility with a maturity date of January 9, 2027 (the “Term Loan A-3 Facility”) and (iv) a $90.0 million term credit facility with a maturity date of January 9, 2028 (the “Term Loan A-4 Facility” and collectively with the Term Loan A-1 Facility, Term Loan A-2 Facility, and the Term Loan A-3 Facility, the “Term Loan Facility”). The Loan Agreement also included an accordion feature to increase the revolving commitments or add one or more tranches of term loans up to an additional aggregate amount not to exceed $350.0 million, subject to certain conditions, including one or more new or existing lenders agreeing to provide commitments for such increased amount.

On March 14, 2024, the Company, the Borrower and Four Corners GP, LLC, a Delaware limited liability company, entered into a Waiver and Incremental Amendment No. 1 to Third Amended and Restated Revolving Credit and Term Loan Agreement (the “Amendment”) with the Agent and the Lenders party thereto. The Amendment provides for, among other things, the incurrence of a new tranche of term loans under the Term Loan Facility in an aggregate principal amount of $85.0 million (the “Term Loan A-5 Facility”). The maturity date of the Term Loan A-5 Facility is March 14, 2027, which date may be extended by the Borrower by one-year on one occasion subject to the satisfaction of certain conditions, including payment by the Borrower of an extension fee that is equal to 0.15% of the then-outstanding principal amount of term loans under the Term Loan A-5 Facility. Loans under the Term Loan A-5 Facility accrue interest at a per annum rate equal to, at the Borrower’s election, either (i) a term SOFR-based or daily simple SOFR floating interest rate plus an applicable margin of 0.80% to 1.60% plus a credit spread adjustment of 0.10% or (ii) a base rate determined according to a prime rate or federal funds rate plus an applicable margin of 0.00% to 0.60%. In each case, the applicable margin is determined by reference to the credit rating applicable from time to time with respect to the Company’s senior, unsecured, long-term indebtedness. The other terms and conditions of the Term Loan Facility, as amended by the Amendment, remain unchanged. After March 14, 2024, the Borrower can increase the revolving commitments or add one or more tranches of term loans under the accordion feature up to an additional aggregate amount not to exceed $265.0 million, subject to certain conditions, including one or more new or existing lenders agreeing to provide commitments for such increased amount.

The foregoing is a summary of the material terms of the Amendment. The summary does not purport to be complete and is qualified in its entirety by reference to the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is hereby incorporated by reference into this Item 8.01.

Item 9.01	Financial Statements and Exhibits.

(d) Exhibits

Exhibit<br>No.	Exhibit Description
10.1	Waiver and Incremental Amendment No. 1 to Third Amended and Restated Revolving Credit and Term Loan Agreement, dated March 14, 2024, among Four Corners Operating Partnership, LP., Four Corners Property Trust, Inc., Four Corners GP, LLC, certain lenders party thereto, JPMorgan Chase Bank, N.A. as administrative agent, and Barclays Bank PLC, as lead arranger.
99.1	Press Release Dated March 14, 2024.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

FOUR CORNERS PROPERTY TRUST, INC.
By:	/s/ JAMES L. BRAT
	James L. Brat<br>Chief Operations Officer, General Counsel, and Secretary

Date: March 14, 2024

fcpt-incrementalamendmen

Execution Version ny-2686972 WAIVER AND INCREMENTAL AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT This WAIVER AND INCREMENTAL AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT, dated as of March 14, 2024 (this “Amendment”), is among FOUR CORNERS OPERATING PARTNERSHIP, LP, a Delaware limited partnership, as borrower (the “Borrower”), the Guarantors party hereto, the Lenders party hereto constituting the Required Lenders under the Credit Agreement (as defined below), the Lenders party hereto constituting the Required Facility Lenders with respect to the Term Loans A-4, the Lenders party hereto constituting the Term Loan A-5 Lenders (as defined below), JPMORGAN CHASE BANK, N.A., as Administrative Agent (the “Administrative Agent”), and BARCLAYS BANK PLC, as Lead Arranger (“Barclays”). Reference is made to the Third Amended and Restated Revolving Credit and Term Loan Agreement, dated as of October 25, 2022 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Borrower, Four Corners Property Trust, Inc., a Maryland corporation (the “Company”), the Lenders referenced therein and the Administrative Agent. Capitalized terms used herein without definition shall have the same meanings as set forth in the Credit Agreement, as amended hereby. RECITALS WHEREAS, the Borrower has notified the Administrative Agent and Barclays that it wishes to establish a New Term Loan Tranche in an aggregate principal amount of $85,000,000 in accordance with Section 2.04 of the Credit Agreement; WHEREAS, each financial institution executing a signature page hereto as a “Term Loan A-5 Lender” (each a, “Term Loan A-5 Lender”) has agreed to make a term loan (constituting a New Term Loan Tranche under Section 2.04 of the Credit Agreement) to the Borrower (collectively, the “Term Loans A-5”) in the amount set forth opposite its name in the commitment schedule attached hereto as Schedule A (a “Term Loan A-5 Commitment”), upon the terms and subject to the conditions set forth herein and in the Credit Agreement, as amended hereby; and WHEREAS, in connection with the incurrence by the Borrower of the Term Loans A-5 the Borrower has requested that the Administrative Agent and the Required Lenders waive the requirement set forth in clause (a) of the second paragraph of Section 2.04 of the Credit Agreement that the maturity date of any New Term Loan that is a New Term Loan Tranche shall be no earlier than the Term Loan A-4 Maturity Date and shall not have a weighted average maturity earlier than the latest maturity date of the existing Term Facility (the “New Term Loan Maturity Date Requirement”). NOW, THEREFORE, in consideration of the premises and the agreements, provisions and covenants herein contained, the parties hereto agree as follows: SECTION 1. WAIVER. As of the Waiver Effective Date (as defined below), the Required Lenders party hereto and the Required Facility Lenders with respect to the Term Loans A-4 party hereto each hereby waive the New Term Loan Maturity Date Requirement solely in

2 ny-2686972 connection with the establishment of the Term Loans A-5 occurring on the Incremental Effective Date (as defined below). SECTION 2. NEW TERM LOAN TRANCHE; AMENDMENTS TO CREDIT AGREEMENT. On the Incremental Effective Date (as defined below), subject to the terms and conditions set forth herein and in the Credit Agreement, as amended hereby, the Term Loan A-5 Lenders severally agree to make the Term Loans A-5 to the Borrower in accordance with this Amendment and the applicable provisions of the Credit Agreement, as amended hereby, by delivering to the Administrative Agent immediately available funds in an amount equal to its Term Loan A-5 Commitment in effect on such date. In connection with the establishment of the Term Loans A-5, the Borrower, the Term Loan A-5 Lenders, and the Administrative Agent hereby agree that as of the Incremental Effective Date the Credit Agreement is hereby amended as follows: (i) Each of the following definitions in Section 1.01 of the Credit Agreement is hereby amended and restated in its entirety as follows: “Applicable Rate” means, for any day, with respect to any ABR Loan, Term Benchmark Loan and RFR Loan, the applicable rate per annum determined as set forth below. (a) for Revolving Loans, the “Facility Fee Rate” shall be determined solely by the Applicable Credit Ratings in the table below: Level I Applicable Credit Rating A-/A3 or higher Level II Applicable Credit Rating BBB+ / Baa1 Level III Applicable Credit Rating BBB / Baa2 Level IV Applicable Credit Rating BBB- / Baa3 Level V Applicable Credit Rating Below BBB- / Baa3 or unrated Facility Fee Rate 0.125% 0.15% 0.20% 0.25% 0.30% (b) for Term Loans and Revolving Loans, the “Term Benchmark Loan - Applicable Rate” and “RFR Loan – Applicable Rate” shall be determined solely by the Applicable Credit Ratings in the table below: Level I Applicable Credit Rating A-/A3 or higher Level II Applicable Credit Rating BBB+ / Baa1 Level III Applicable Credit Rating BBB / Baa2 Level IV Applicable Credit Rating BBB- / Baa3 Level V Applicable Credit Rating Below BBB- / Baa3 or unrated Revolving Loan Applicable Rate 0.725% 0.775% 0.850% 1.050% 1.400% Term Loans A-1 0.80% 0.85% 1.00% 1.25% 1.65%

3 ny-2686972 Level I Applicable Credit Rating A-/A3 or higher Level II Applicable Credit Rating BBB+ / Baa1 Level III Applicable Credit Rating BBB / Baa2 Level IV Applicable Credit Rating BBB- / Baa3 Level V Applicable Credit Rating Below BBB- / Baa3 or unrated Applicable Rate Term Loans A-2 Applicable Rate 0.80% 0.85% 1.00% 1.25% 1.65% Term Loans A-3 Applicable Rate 0.80% 0.85% 0.95 % 1.20% 1.60% Term Loans A-4 Applicable Rate 0.80% 0.85% 0.95 % 1.20% 1.60% Term Loans A-5 Applicable Rate 0.80% 0.85% 0.95 % 1.20% 1.60% (c) for Term Loans and Revolving Loans, the “ABR - Applicable Rate” shall be determined solely by the Applicable Credit Ratings in the table below: Level I Applicable Credit Rating A-/A3 or higher Level II Applicable Credit Rating BBB+ / Baa1 Level III Applicable Credit Rating BBB / Baa2 Level IV Applicable Credit Rating BBB- / Baa3 Level V Applicable Credit Rating Below BBB- / Baa3 or unrated Revolving Loan Applicable Rate 0.00% 0.00% 0.00% 0.050% 0.400% Term Loans A-1 Applicable Rate 0.00% 0.00% 0.00% 0.25% 0.65%

4 ny-2686972 Level I Applicable Credit Rating A-/A3 or higher Level II Applicable Credit Rating BBB+ / Baa1 Level III Applicable Credit Rating BBB / Baa2 Level IV Applicable Credit Rating BBB- / Baa3 Level V Applicable Credit Rating Below BBB- / Baa3 or unrated Term Loans A-2 Applicable Rate 0.00% 0.00% 0.00% 0.25% 0.65% Term Loans A-3 Applicable Rate 0.00% 0.00% 0.00% 0.20% 0.60% Term Loans A-4 Applicable Rate 0.00% 0.00% 0.00% 0.20% 0.60% Term Loans A-5 Applicable Rate 0.00% 0.00% 0.00% 0.20% 0.60% If at any time the Company has two (2) Applicable Credit Ratings, the Applicable Rate and Facility Fee Rate shall be the rate per annum applicable to the highest Applicable Credit Rating; provided that if the highest Applicable Credit Rating and the lowest Applicable Credit Rating are more than one ratings category apart, the Applicable Rate and Facility Fee Rate shall be the rate per annum applicable to Applicable Credit Rating that is one ratings category below the highest Applicable Credit Rating. If at any time the Company has three (3) Applicable Credit Ratings, and such Applicable Credit Ratings are split, then: (A) if the difference between the highest and the lowest such Applicable Credit Ratings is one ratings category (e.g. Baa2 by Moody’s and BBB- by S&P or Fitch), the Applicable Rate and Facility Fee Rate shall be the rate per annum that would be applicable if the highest of the Applicable Credit Ratings were used; and (B) if the difference between such Applicable Credit Ratings is two ratings categories (e.g. Baa1 by Moody’s and BBB- by S&P or Fitch) or more, the Applicable Rate and Facility Fee Rate shall be the rate per annum that would be applicable if the average of the two (2) highest Applicable Credit Ratings were used, provided that if such average is not a recognized rating category, then the Applicable Rate and Facility Fee Rate shall be the rate per annum that would be applicable if the second highest Applicable Credit Rating of the three were used. If at any time the Company has only one Applicable Credit Rating (and such Credit Rating is from Moody’s or S&P), the Applicable Rate and Facility Fee Rate shall be the rate per annum applicable to such Applicable Credit Rating. If the Company does not have an Applicable Credit Rating from either Moody’s or S&P, the Applicable Rate and Facility Fee Rate shall be the rate per annum applicable to an Applicable Credit Rating of “below BBB-/Baa3 or unrated” in the tables above.

5 ny-2686972 Each change in the Applicable Rate and Facility Fee Rate shall apply during the period commencing on the effective date of such change and ending on the date immediately preceding the effective date of the next such change. If the rating system of Moody’s, S&P or Fitch shall change, or if such rating agency shall cease to be in the business of rating corporate debt obligations, the Borrower and the Lenders shall negotiate in good faith to amend this definition to reflect such changed rating system or the unavailability of ratings from such rating agency and, pending the effectiveness of any such amendment, the Applicable Rate and Facility Fee Rate shall be determined by reference to the rating most recently in effect prior to such change or cessation. Any adjustment in the Applicable Rate shall be applicable to all existing Loans. “Class”, when used in reference to any Loan or Borrowing, refers to whether such Loan, or the Loans comprising such Borrowing are Revolving Loans, Term Loans A-1, Term Loans A- 2, Term Loans A-3, Term Loans A-4 or Term Loans A-5. “Documentation Agents” means (i) Truist Bank, The Huntington National Bank, and Mizuho Bank, Ltd., each in its capacity as a documentation agent hereunder in respect of the Term Loans A-3 and Term Loans A-4, (ii) U.S. Bank National Association, Wells Fargo Bank, National Association, Raymond James Bank, and Morgan Stanley Senior Funding, Inc., each in its capacity as a documentation agent hereunder in respect of the Revolving Facility, Term Loans A-1 and Term Loans A-2, (iii) Fifth Third Bank, National Association, in its capacity as a documentation agent hereunder in respect of the Revolving Facility, Term Loans A-1, Term Loans A-2, Term Loans A-3 and Term Loans A-4 and (iv) Truist Bank, The Huntington National Bank, Wells Fargo Bank, National Association, Raymond James Bank, and Mizuho Bank, Ltd., each in its capacity as a documentation agent hereunder in respect of the Term Loans A-5. “Interest Period” means with respect to any Term Benchmark Borrowing, the period commencing on the date of such Borrowing and ending on the numerically corresponding day in the calendar month that is one (1), three (3) or six (6) months thereafter, as the Borrower may elect; provided that (i) if any Interest Period would end on a day other than a Business Day, such Interest Period shall be extended to the next succeeding Business Day unless such next succeeding Business Day would fall in the next calendar month, in which case such Interest Period shall end on the next preceding Business Day, (ii) any Interest Period that commences on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the last calendar month of such Interest Period) shall end on the last Business Day of the last calendar month of such Interest Period, (iii) no tenor that has been removed from this definition pursuant to Section 2.13(e) shall be available for specification in such Borrowing Request or Interest Election Request, and (iv) the initial Interest Period for each of the Term Loans A-3, Term Loans A-4 and Term Loans A-5 may end during an irregular Interest Period as mutually agreed to by Administrative Agent and the Borrower. For purposes hereof, the date of a Borrowing initially shall be the date on which such Borrowing is made and, in the case of a Revolving Borrowing, thereafter shall be the effective date of the most recent conversion or continuation of such Borrowing. “Joint Lead Arrangers” means (i) JPMorgan Chase Bank, N.A., and BofA Securities, Inc., each in its capacity as a joint lead arranger hereunder in respect of the Revolving Facility, Term Loans A-1, Term Loans A-2, Term Loans A-3 and Term Loans A-4, (ii) Wells Fargo Securities,

6 ny-2686972 LLC and U.S. Bank National Association, each in its capacity as a joint lead arranger hereunder in respect of the Revolving Facility, Term Loans A-1, and Term Loans A-2, (iii) The Huntington National Bank, Mizuho Bank, Ltd., Truist Bank, and Fifth Third Bank, National Association, each in its capacity as a joint lead arranger hereunder in respect of the Term Loans A-3, and Term Loans A-4 and (iv) Barclays Bank PLC, The Huntington National Bank, Mizuho Bank, Ltd., Wells Fargo Bank, National Association, Raymond James Bank, and Truist Securities, Inc., each in its capacity as a joint lead arranger hereunder in respect of the Term Loans A-5. “Maturity Date” means the Revolving Maturity Date, the Term Loan A-1 Maturity Date, the Term Loan A-2 Maturity Date, the Term Loan A-3 Maturity Date, the Term Loan A-4 Maturity Date, or Term Loan A-5 Maturity Date, as the context may require. (ii) Each of the following definitions is hereby added to Section 1.01 of the Credit Agreement in alphabetical order as follows: “Incremental Amendment” means the Waiver and Incremental Amendment No. 1 to Third Amended and Restated Revolving Credit and Term Loan Agreement, dated as of March 14, 2024, by and among Borrower, the Guarantors, the Lenders party thereto, and the Administrative Agent. “Incremental Effective Date” means March 14, 2024. “Syndication Agent” means Bank of America, N.A., in its capacity as a syndication agent hereunder in respect of the Revolving Facility, Term Loans A-1, Term Loans A-2, Term Loans A- 3 and Term Loans A-4, and Barclays Bank PLC, in its capacity as a syndication agent hereunder in respect of the Term Loans A-5. “Term Loan A-5 Lenders” means all Lenders with an outstanding Term Loans A-5. “Term Loan A-5 Maturity Date” means March 14, 2027, subject to extension as provided in Section 2.21. “Term Loans A-5” means all Term Loans made by the Term Loan A-5 Lenders to the Borrower on the Incremental Effective Date pursuant to the Incremental Amendment. As of the Incremental Effective Date, the aggregate outstanding principal amount of Term Loans A-5 is $85,000,000. (iii) Section 2.09(a) of the Credit Agreement is hereby amended and restated in its entirety as follows: (a) The Borrower hereby unconditionally promises to pay (i) to the Administrative Agent for the account of each Revolving Lender, the then unpaid principal amount of each Revolving Loan on the Revolving Maturity Date, (ii) to the Administrative Agent for the account of each Term Loan A-1 Lender, the then unpaid principal amount of each Term Loans A-1 on the Term Loan A-1 Maturity Date, (iii) to the Administrative Agent for the account of each Term Loan A-2 Lender, the then unpaid principal amount of each Term Loans A-2 on the Term Loan A-2 Maturity Date; (iv) to the Administrative Agent for the account of each Term Loan A-3 Lender, the then unpaid principal amount of each Term Loans A-3

7 ny-2686972 on the Term Loan A-3 Maturity Date; (v) to the Administrative Agent for the account of each Term Loan A-4 Lender, the then unpaid principal amount of each Term Loans A-4 on the Term Loan A-4 Maturity Date; and (vi) to the Administrative Agent for the account of each Term Loan A-5 Lender, the then unpaid principal amount of each Term Loans A-5 on the Term Loan A-5 Maturity Date; provided that if any such Maturity Date is not a Business Day, such Maturity Date shall be deemed to be the immediately preceding Business Day. (iv) Section 2.21 of the Credit Agreement is hereby amended by adding the following text immediately after the text “Section 2.20” in clause (b)(ii) thereof: “and no Extension Request with respect to the Term Loans A-5 may be delivered unless the Borrower shall have first exercised and satisfied (as determined by the Administrative Agent) all of the conditions precedent to the effectiveness of all available extension options in respect of the Term Loan A-5 Maturity Date pursuant to, and in accordance with, Section 2.22;”. (v) Article II of the Credit Agreement is hereby amended by adding a new Section 2.22 after Section 2.21 thereof to read in its entirety as follows: Section 2.22. Extension of Term Loan A-5 Maturity Date. The Borrower shall have one (1) option (which shall be binding on the Term Loan A-5 Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Term Loan A- 5 Lenders) given no more than ninety (90) days nor less than thirty (30) days prior to the then-current Term Loan A-5 Maturity Date to extend the Term Loan A-5 Maturity Date for a period of twelve (12) months. Upon delivery of such notice, notwithstanding anything herein to the contrary, the Term Loan A-5 Maturity Date shall be extended for twelve (12) months so long as the following conditions are satisfied: (i) no Default or Event of Default has occurred and is continuing as of the effective date of such extension and after giving effect thereto; (ii) the representations and warranties made or deemed made in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the effective date of such extension except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) on and as of such earlier date); (iii) if the Guaranty Release has not occurred, each Guarantor shall have provided to the Administrative Agent an affirmation and consent to such extension, in form and substance reasonably acceptable to the Administrative Agent; (iv) the Borrower shall have paid an extension fee equal to 0.15% of the aggregate amount of the then outstanding Term Loans A-5 (to the Administrative Agent for the ratable benefit of the Term Loan A-5 Lenders); and (v) the Borrower shall have paid all other outstanding fees, expenses and other amounts which are due and payable pursuant to this Agreement. (vi) Schedule 2.01 of the Credit Agreement is hereby amended by amending and restating the table under the heading “Term Loans” to read in its entirety as set forth on Schedule B hereto.

8 ny-2686972 SECTION 3. CONDITIONS PRECEDENT. (i) The waiver set forth in Section 1 hereof will become effective on the date (such date, the “Waiver Effective Date”) of receipt by the Administrative Agent of executed signature pages to this Amendment from the Borrower, the Guarantors, the Lenders party hereto constituting the Required Facility Lenders with respect to the Term Loans A-4, and the Required Lenders. (ii) The obligations of the Term Loan A-5 Lenders to make the Term Loans A-5 to the Borrower hereunder and the amendments to the Credit Agreement set forth in Section 2 hereof will become effective on the date (such date, the “Incremental Effective Date”) the following conditions are satisfied or waived: (A) the Waiver Effective Date shall have occurred; (B) after giving pro forma effect to the borrowing of the Term Loans A-5 and the use of proceeds thereof, (i) no Default or Event of Default shall exist as of the Incremental Effective Date and (ii) as of the last day of the most recent fiscal quarter for which financial statements have been delivered pursuant to Section 5.01 of the Credit Agreement, the Borrower would have been in pro forma compliance with the financial covenants set forth in Section 6.12 of the Credit Agreement; (C) the representations and warranties made or deemed made by any Loan Party in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the Incremental Effective Date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted under the Loan Documents; (D) the Administrative Agent shall have received each of the following, in form and substance reasonably satisfactory to the Administrative Agent: (i) copies certified by the Secretary or Assistant Secretary of each Loan Party or certifications that the same have not changed since the Effective Date (A) all corporate or other necessary action taken by the Borrower to authorize the Term Loans A-5 and (B) all corporate, partnership, member, or other necessary action taken by each Guarantor authorizing the Guaranty by such Guarantor of the Term Loans A-5; (ii) customary opinions (addressed to the Administrative Agent and the Term Loan A-5 Lenders and dated as of the Incremental Effective Date) of Latham & Watkins LLP, counsel for the Company, the Borrower and the other Loan Parties and Ballard Spahr LLP, special Maryland counsel to the Company, and (iii) if

9 ny-2686972 requested by any Term Loan A-5 Lender, new notes executed by the Borrower, payable to any Term Loan A-5 Lender; (E) Barclays shall have received the arrangement, bookrunner, upfront and other fees (for its own account or the account of the Term Loan A-5 Lenders, as applicable) as set forth in the Fee Letter, dated as of February 15, 2024, by and among Barclays, the Borrower and the Company and the other Fee Letters between any joint lead arranger of the Term Loans A-5, the Borrower and the Company; (F) the Borrower shall have, to the extent invoiced at least two (2) Business Days prior to the Incremental Effective Date, reimbursed the Administrative Agent for all reasonable and documented out-of-pocket costs and expenses as required under Section 9.03 of the Credit Agreement in connection with the preparation, negotiation, execution and delivery of this Amendment; and (G) the Administrative Agent and the Term Loan A-5 Lenders shall have received all documentation and other information about the Loan Parties as shall have been reasonably requested by the Administrative Agent and such Term Loan A-5 Lenders that they shall have reasonably determined is required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including without limitation, the Patriot Act to the extent such information is reasonably requested in writing at least ten (10) Business Days prior to the date hereof. SECTION 4. REPRESENTATIONS AND WARRANTIES OF THE BORROWER. In order to induce the Administrative Agent and the Lenders party hereto to enter into this Amendment, the Borrower represents and warrants to the Administrative Agent and the Lenders that the following statements are true, correct and complete: (i) the execution and delivery of this Amendment is within the Borrower’s partnership powers and has been duly authorized by all necessary partnership or other organizational action on the part of the Borrower; (ii) the execution and delivery of this Amendment (a) does not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except such as have been obtained or made and are in full force and effect, (b) will not violate any applicable law or regulation or the charter or any order, judgment or decree of any Governmental Authority, by-laws or other organizational documents of the Borrower or any of its Subsidiaries, (c) will not violate or result in a default under any indenture, loan agreement, credit agreement, promissory note, letter of credit or other agreement binding upon the Borrower or any of its Subsidiaries or its assets, or give rise to a right thereunder to require any payment to be made by the Borrower or any of its Subsidiaries, in each case to the extent such violation or default could reasonably be expected to have a Material Adverse Effect, and (d) will not result in the creation or imposition of any Lien on any asset of the Borrower or any of its Subsidiaries (other than Liens created under the Loan Documents);

10 ny-2686972 (iii) this Amendment has been duly executed and delivered by the Borrower and constitutes a legal, valid and binding obligation of the Borrower, enforceable in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law; (iv) the representations and warranties made or deemed made by the Loan Parties in the Credit Agreement are true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the date hereof except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted under the Loan Documents; and (v) no Default or Event of Default has occurred and is continuing. SECTION 5. ACKNOWLEDGEMENT, AGREEMENT AND CONSENT AND REPRESENTATIONS AND WARRANTIES OF THE GUARANTORS. (i) Each of the Guarantors has read this Amendment and consents to the terms hereof and further hereby confirms and agrees that, notwithstanding the effectiveness of this Amendment, the obligations of such Guarantor, as applicable, under the Guaranty and each of the other Loan Documents to which such Guarantor is a party shall not be impaired, and the Guaranty and the other Loan Documents to which such Guarantor is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects. (ii) Each of the Guarantors and the Borrower hereby acknowledges and agrees that the Obligations guaranteed under the Guaranty will include all Obligations under, and as defined in, the Credit Agreement as amended by this Amendment. (iii) Each of the Guarantors acknowledges and agrees that (i) such Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit Agreement effected pursuant to this Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Guarantor to any future amendments to the Credit Agreement. SECTION 6. MISCELLANEOUS. (i) Reference to and Effect on the Loan Documents. (A) On and after the Waiver Effective Date and Incremental Effective Date, each reference in any Loan Document to any Loan Document amended hereby shall mean and be a reference to such Loan Document as amended by this Amendment. (B) Except as specifically amended or waived by this Amendment, each of the Credit Agreement and the other Loan Documents shall remain in full force and effect and are hereby ratified and confirmed.

11 ny-2686972 (C) The execution, delivery and performance of this Amendment shall not, except as expressly provided herein, constitute a waiver of any provision of, or operate as a waiver of any right, power or remedy of the Administrative Agent, the Issuing Banks or any Lender under the Credit Agreement or any of the other Loan Documents. (D) This Amendment shall constitute a Loan Document and a “Additional Credit Extension Amendment” pursuant to Section 2.04 of the Credit Agreement. (ii) Headings. Section and subsection headings in this Amendment are included herein for convenience of reference only and shall not constitute a part of this Amendment for any other purpose or be given any substantive effect. (iii) Applicable Law, Etc. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. Sections 9.10(b), 9.10(c) and 9.11 of the Credit Agreement are hereby incorporated by reference as if fully set forth herein. (iv) Counterparts; Effectiveness. This Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument; signature pages may be detached from multiple separate counterparts and attached to a single counterpart so that all signature pages are physically attached to the same document. Delivery of an executed counterpart of a signature page of this Amendment by telecopy, emailed pdf. or any other electronic means that reproduces an image of the actual executed signature page shall be effective as delivery of a manually executed counterpart of this Amendment. The words “execution,” “signed,” “signature,” “delivery,” and words of like import in or relating to this Amendment shall be deemed to include Electronic Signatures, deliveries or the keeping of records in any electronic form (including deliveries by telecopy, emailed pdf. or any other electronic means that reproduces an image of an actual executed signature page), each of which shall be of the same legal effect, validity or enforceability as a manually executed signature, physical delivery thereof or the use of a paper-based recordkeeping system, as the case may be; provided that nothing herein shall require the Administrative Agent to accept Electronic Signatures in any form or format without its prior written consent and pursuant to procedures approved by it; provided, further, without limiting the foregoing, (i) to the extent the Administrative Agent has agreed to accept any Electronic Signature, the Administrative Agent and each of the Lenders shall be entitled to rely on such Electronic Signature purportedly given by or on behalf of the Borrower or any other Loan Party without further verification thereof and without any obligation to review the appearance or form of any such Electronic Signature, and (ii) upon the request of the Administrative Agent or any Lender, any Electronic Signature shall be promptly followed by a manually executed counterpart. As used herein, “Electronic Signature” means an electronic sound, symbol, or process attached to, or associated with, a contract or other record and adopted by a Person with the intent to sign, authenticate or accept such contract or record. This Amendment shall become effective on the date first written above upon the Administrative Agent’s receipt of counterparts of this Amendment duly executed by the Borrower, the Guarantors and the Lenders party hereto.

12 ny-2686972 [Signature Pages Follow]

THE UNDERSIGNED APPROVES THE WAIVER SET FORTH IN SECTION 1: BARCLAYS BANK PLC, as a Lender By: Name: Craig Malloy Title: Director [Signature Page to Waiver and Incremental Amendment]

THE UNDERSIGNED APPROVES THE WAIVER SET FORTH IN SECTION 1: Bank of America, N.A., as a Lender By: Name: Kyle Pearson Title: Senior Vice President [Signature Page to Waiver and Incremental Amendment]

[Signature Page to Waiver and Incremental Amendment] THE UNDERSIGNED APPROVES THE WAIVER SET FORTH IN SECTION 1: MIZUHO BANK, LTD., as a Lender By:__________________________________ Name: Donna DeMagistris Title: Executive Director

THE UNDERSIGNED APPROVES THE WAIVER SET FORTH IN SECTION 1: MORGAN STANLEY BANK, N.A., as a Lender By: Name: Jack Kuhns Title: Authorized Signatory [Signature Page to Waiver and Incremental Amendment] DocuSign Envelope ID: 7E83DEF9-1565-4FD9-B18C-C23A764481E2

THE UNDERSIGNED APPROVES THE WAIVER SET FORTH IN SECTION 1: Goldman Sachs Bank USA, as a Lender By: Name: Dan Martis Title: Authorized Signatory [Signature Page to Waiver and Incremental Amendment]

THE UNDERSIGNED APPROVES THE WAIVER SET FORTH IN SECTION 1: TRUIST BANK , as a Lender By: Name: Trudy Wilson Title: Vice President [Signature Page to Waiver and Incremental Amendment]

THE UNDERSIGNED APPROVES THE ESTABLISHMENT OF THE TERM LOANS A-5 AND THE AMENDMENTS TO THE CREDIT AGREEMENT SET FORTH IN SECTION 2, AND AGREES TO BE A TERM LOAN A-5 LENDER: BARCLAYS BANK PLC, as a Term Loan A-5 Lender By: Name: Craig Malloy Title: Director [Signature Page to Waiver and Incremental Amendment]

[Signature Page to Waiver and Incremental Amendment] THE UNDERSIGNED APPROVES THE ESTABLISHMENT OF THE TERM LOANS A-5 AND THE AMENDMENTS TO THE CREDIT AGREEMENT SET FORTH IN SECTION 2, AND AGREES TO BE A TERM LOAN A-5 LENDER: MIZUHO BANK, LTD., as a Term Loan A-5 Lender By:__________________________________ Name: Donna DeMagistris Title: Executive Director

TRUIST BANK, as a Term Loan A-5 Lender By: Name: Trudy Wilson Title: Vice President [Signature Page to Waiver and Incremental Amendment]

US-DOCS\148894254.2 ny-2686972 Schedule A Term Loan A-5 Lenders Term Loan A-5 Commitment Barclays Bank PLC $15,000,000.00 Wells Fargo Bank, National Association $15,000,000.00 Raymond James Bank $15,000,000.00 The Huntington National Bank $15,000,000.00 Mizuho Bank, Ltd. $15,000,000.00 Truist Bank $10,000,000.00 TOTAL $85,000,000.00

ny-2686972 Schedule B Term Loans Term Loan Lender Name Term Loans A- 1 Term Loans A- 2 Term Loans A-3 Term Loans A-4 Term Loans A-5 JPMorgan Chase Bank, N .A. $18,000,000.00 $12,000,000.00 $13,000,000.00 $13,000,000.00 $0 Bank of America, N.A. $18,000,000.00 $12,000,000.00 $13,000,000.00 $13,000,000.00 $0 Wells Fargo Bank, National Association $18,000,000.00 $12,000,000.00 $0 $0 $15,000,000.00 U.S. Bank National Association $18,000,000.00 $12,000,000.00 $0 $0 $0 Fifth Third Bank, National Association $15,000,000.00 $10,000,000.00 $10,000,000.00 $10,000,000.00 $0 Raymond James Bank $15,000,000.00 $10,000,000.00 $0 $0 $15,000,000.00 Banco de Sabadell, S.A., Miami Branch $0 $0 $6,750,000.00 $6,750,000.00 $0 The Huntington National Bank $12,000,000.00 $8,000,000.00 $12,500,000.00 $12,500,000.00 $15,000,000.00 Truist Bank $12,000,000.00 $8,000,000.00 $12,500,000.00 $12,500,000.00 $10,000,000.00

ny-2686972 Mizuho Bank, Ltd. $0 $0 $12,500,000.00 $12,500,000.00 $15,000,000.00 Barclays Bank PLC $3,000,000.00 $2,000,000.00 $0 $0 $15,000,000.00 Goldman Sachs Bank USA $3,000,000.00 $2,000,000.00 $6,750,000.00 $6,750,000.00 $0 First Horizon Bank $6,000,000.00 $4,000,000.00 $3,000,000.00 $3,000,000.00 $0 American Savings Bank, F.S.B. $12,000,000.00 $8,000,000.00 $0 $0 $0 TOTAL: $150,000,000.00 $100,000,000.00 $90,000,000.00 $90,000,000.00 $85,000,000.00

fcptnew85mtermloanvf

FCPT Announces New $85 Million Term Loan Under Existing Credit Facility MILL VALLEY, Calif.--(BUSINESS WIRE)-- Four Corners Property Trust (NYSE:FCPT), a real estate investment trust primarily engaged in the ownership and acquisition of high-quality, net- leased restaurant and retail properties (“FCPT” or the “Company”), announced today that the Company entered into an Incremental Amendment to the Third Amended and Restated Revolving Credit and Term Loan Agreement with a group of existing lenders (the “Credit Agreement”). The Company utilized the accordion feature of the Credit Agreement to enter into a new $85 million term loan (the “Term Loan”). The Term Loan matures in March 2027 with one twelve-month extension exercisable at the Company’s option, subject to certain conditions. The Term Loan will be fully drawn at close and will be used to pay down the $50 million of private notes maturing in June 2024 as well as for acquisitions and other general corporate purposes. Bill Lenehan, Chief Executive Officer of FCPT, commented “We are very appreciative of the support of our existing bank partners. This Term Loan allows us to pay down our only near-term debt maturity at a favorable borrowing cost and provides additional capital for acquisitions. This transaction highlights FCPT's commitment to a strong, investment grade-balance sheet, and positions the Company well with our next maturity not scheduled until November 2025.” In conjunction with the Term Loan, the Company entered into $85 million of interest rate swaps to fix the reference rate at 3.94% through maturity. Including a credit margin of 0.95% determined under the Credit Agreement by FCPT’s current investment grade ratings of BBB/Baa3 (Fitch/Moody’s), the effective interest rate on the Term Loan is 4.89%. Barclays Bank PLC acted as Syndication Agent and Joint Lead Arranger on the Term Loan with J.P. Morgan Chase Bank, N.A. remaining as administrative agent. The additional lenders acting as Joint Lead Arrangers and Co-Documentation Agents were The Huntington National Bank, Mizuho Bank, Ltd, Raymond James Bank, Truist Bank, and Wells Fargo Bank, N.A.. About FCPT FCPT, headquartered in Mill Valley, CA, is a real estate investment trust primarily engaged in the ownership, acquisition and leasing of restaurant and retail properties. The Company seeks to grow its portfolio by acquiring additional real estate to lease, on a net basis, for use in the restaurant and retail industries. Additional information about FCPT can be found on the website at www.fcpt.com. Cautionary Note Regarding Forward-Looking Statements This press release contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements include all statements that are not historical statements of fact and those regarding FCPT’s intent, belief or expectations, including, but not limited to, statements regarding: the Company’s operating and financial performance, the funding of the Term Loan and intended use of proceeds. Words such as “anticipate(s),” “expect(s),” “intend(s),” “plan(s),” “believe(s),” “may,” “will,” “would,” “could,” “should,” “seek(s)” and similar expressions, or the negative of these terms, are intended to identify such forward-looking statements. Forward-looking statements speak only as of the date on which such statements are made and, except in the normal course of FCPT’s public disclosure obligations, FCPT expressly disclaims any obligation to publicly release any

updates or revisions to any forward-looking statements to reflect any change in FCPT’s expectations or any change in events, conditions or circumstances on which any statement is based. Forward- looking statements are based on management’s current expectations and beliefs and FCPT can give no assurance that its expectations or the events described will occur as described. For a further discussion of these and other factors that could cause FCPT’s future results to differ materially from any forward-looking statements, see the section entitled “Risk Factors” in FCPT’s most recent annual report on Form 10-K, and other risks described in documents subsequently filed by FCPT from time to time with the Securities and Exchange Commission. Four Corners Property Trust: Bill Lenehan, 415-965-8031 CEO Gerry Morgan, 415-965-8032 CFO