Sec Form 4 Filing - RESSLER RICHARD S @ CIM REAL ESTATE FINANCE TRUST, INC. - 2024-12-15

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person RESSLER RICHARD S 2. Issuer Name and Ticker or Trading Symbol CIM REAL ESTATE FINANCE TRUST, INC. [ NONE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CEO & President (Last) (First) (Middle) 2398 E. CAMELBACK ROAD, 4TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 12/15/2024 (Street) PHOENIX, AZ85016 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 12/15/2024 M 370,311.675 A 390,311.675 I By CIM Real Estate Finance Management, LLC ( 2 ) Common Stock 12/15/2024 J 370,311.675 ( 3 ) D $ 0 20,000 I By CIM Real Estate Finance Management, LLC ( 2 ) Common Stock 911,141.268 I By: CIM CMFT MLP, LLC ( 4 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restricted Stock Units ( 5 ) 12/15/2024 M 740,623.349 ( 1 ) ( 1 ) ( 1 ) Common Stock 740,623.349 $ 0 2,545,647.859 ( 6 ) I By CIM Real Estate Finance Management, LLC ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other RESSLER RICHARD S 2398 E. CAMELBACK ROAD, 4TH FLOOR PHOENIX, AZ85016 X CEO & President Signatures /s/ Richard S. Ressler 12/16/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On December 15, 2024, CIM Real Estate Finance Management, LLC (the "Manager") acquired 370,311.675 shares of the Issuer's common stock in connection with the vesting of 740,623.349 of the restricted stock units originally granted to the Manager on January 9, 2024 as an award under the Issuer's 2024 Manager Equity Incentive Plan. Each vested restricted stock unit settled 50% in the Issuer's common stock and 50% in the cash value thereof. The remaining 1,481,246.699 restricted stock units granted to the Manager on January 9, 2024 will vest in equal annual installments on December 15, 2025 and December 15, 2026, in each case subject to the Manager's continued service as the Issuer's external manager. As such restricted stock units vest, the awards will be settled 50% in the Issuer's common stock and 50% in the cash value thereof. ( 2 )The reported shares are owned directly by the Manager. The reporting person, Avraham Shemesh and Shaul Kuba may be deemed to beneficially own the shares owned by the Manager because of their positions with CIM Group, LLC, which is the sole common equity member of CCO Group, LLC, which owns and controls the Manager. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. ( 3 )Represents shares of the Issuer's common stock distributed by the Manager to certain employees and/or other persons having an affiliation with the Manager. ( 4 )The reporting person, Avraham Shemesh and Shaul Kuba may be deemed to beneficially own the shares owned by CIM CMFT MLP, LLC because of their positions with CIM Group, LLC, which owns and controls CIM CMFT MLP, LLC. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. ( 5 )Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock, payable 50% in the Issuer's common stock and 50% in the cash value thereof. ( 6 )Represents the remaining 1,481,246.699 restricted stock units originally granted to the Manager on January 9, 2024, which will vest in equal annual installments on December 15, 2025 and December 15, 2026, and the 1,064,401.16 restricted stock units originally granted to the Manager on July 29, 2024 as an award under the Issuer's 2024 Manager Equity Incentive Plan, which will vest in three equal annual installments beginning on June 30, 2025.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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