Item 1.01. Entry into a Material Definitive Agreement.

Amendment to Advisory Agreement

On January 13, 2021, American Finance Trust, Inc. (the "Company") entered into an amendment (the "Amendment") to its advisory agreement (the "Advisory Agreement") with American Finance Advisors, LLC (the "Advisor"). In light of the continued economic impact of the COVID-19 pandemic, the Company and the Advisor have agreed to amend the Advisory Agreement solely to extend the expiration of the previously disclosed modified quarterly thresholds of Core Earnings Per Adjusted Share (as defined in the Advisory Agreement) the Company must reach on a quarterly basis for the Advisor to receive the Variable Management Fee (as defined in the Advisory Agreement) from the end of the fiscal quarter ended December 31, 2020 to the end of the fiscal quarter ending December 31, 2021.

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





Forward-Looking Statements

The statements in this Current Report on Form 8-K that are not historical facts may be forward-looking statements. These forward-looking statements involve risks and uncertainties that could cause actual results or events to be materially different. The words "anticipates," "believes," "expects," "estimates," "projects," "plans," "intends," "may," "will," "would" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of the Company's control, which could cause actual results to differ materially from the results contemplated by the forward-looking statements. These risks and uncertainties include the potential adverse effects of the ongoing global COVID-19 pandemic, including actions taken to contain or treat COVID-19, on the Company, the Company's tenants and the global economy and financial markets, as well as those risks and uncertainties set forth in the Risk Factors section of the Company's most recent Annual Report on Form 10-K for the year ended December 31, 2019 filed on February 27, 2020, the Company's most recent Quarterly Reports on Form 10-Q for the quarters ended March 31, 2020, June 30, 2020, and September 30, 2020, filed on May 7, 2020, August 6, 2020, and November 5, 2020, respectively, and all other filings filed with the Securities and Exchange Commission after that date. Further, forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update or revise any forward-looking statement to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results, unless required to do so by law.

Item 9.01. Financial Statements and Exhibits.





(d) Exhibits



Exhibit No   Description
  10.1         Fourth Amendment, dated as of January 13, 2021, to the Third Amended
             and Restated Advisory Agreement, by and among American Finance Trust,
             Inc., American Finance Operating Partnership, L.P. and American Finance
             Advisors, LLC

104          Cover Page Interactive Data File - the cover page XBRL tags are
             embedded within the Inline XBRL document.

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