SEC Form 424B5 filed by Four Corners Property Trust Inc.

Up to $500,000,000

Four Corners Property Trust, Inc.

Common Stock

This prospectus supplement is being filed to update, amend and supplement certain information in the prospectus supplement dated and filed with the Securities and Exchange Commission (the “SEC”) on September 17, 2024 (the “Original Prospectus Supplement”) and the base prospectus dated November 7, 2022 (the “Prospectus”) relating to the offer and sale of shares of our common stock, par value $0.0001 per share (“our common stock”), having an aggregate gross sales price of up to $500,000,000 pursuant to an equity distribution agreement dated as of September 17, 2024 (as may be amended from time to time, the “Equity Distribution Agreement”) with each of Morgan Stanley & Co. LLC, Barclays Capital Inc., BofA Securities, Inc., Evercore Group L.L.C., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Raymond James & Associates, Inc., Robert W. Baird & Co. Incorporated, Truist Securities, Inc. and Wells Fargo Securities, LLC, each as sales agent and/or as Forward Seller (as defined in the Original Prospectus Supplement) and the Forward Purchasers (as defined in the Original Prospectus Supplement). As of February 14, 2025, common stock with an aggregate gross sales price of $121,820,375 has been offered and sold under the Equity Distribution Agreement. Additional shares of common stock with an aggregate gross sales price of up to $378,179,625 may be offered and sold pursuant to the Equity Distribution Agreement. This prospectus supplement is only intended to update, amend and supplement certain information in the Original Prospectus Supplement to the extent set forth in the following paragraph. You should read this prospectus supplement together with the Original Prospectus Supplement and Prospectus.

On February 14, 2025, we entered into Amendment No. 1 (the “Amendment”) to the Equity Distribution Agreement with each of Morgan Stanley & Co. LLC, Barclays Capital Inc., BofA Securities, Inc., BTIG, LLC, Evercore Group L.L.C., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Nomura Securities International, Inc. (acting through BTIG, LLC, as its agent), Raymond James & Associates, Inc., Robert W. Baird & Co. Incorporated, Truist Securities, Inc. and Wells Fargo Securities, LLC, each as sales agent (except in the case of Nomura Securities International, Inc.) and/or as Forward Seller (as defined in the Original Prospectus Supplement) (except with respect to BTIG, LLC) (in any such capacity, each a “Manager” and, collectively, the “Managers”), and each of Morgan Stanley & Co. LLC, Barclays Capital Inc., BofA Securities, Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Nomura Global Financial Products, Inc., Raymond James & Associates, Inc., Robert W. Baird & Co. Incorporated, Truist Securities, Inc. and Wells Fargo Securities, LLC, or one of their respective affiliates, as Forward Purchasers. Pursuant to the Amendment, BTIG, LLC shall become a sales agent, Nomura Securities International, Inc. (acting through BTIG, LLC, as its agent) shall become a Forward Seller and Nomura Global Financial Products, Inc. shall become a Forward Purchaser. Accordingly, any reference to “Manager” or “Managers” in the Original Prospectus Supplement shall hereafter be deemed to include BTIG, LLC and Nomura Securities International, Inc. (acting through BTIG, LLC, as its agent), any reference to “Forward Seller” or “Forward Sellers” in the Original Prospectus Supplement shall hereafter be deemed to include Nomura Securities International, Inc. (acting through BTIG, LLC, as its agent), as applicable, and any reference to “Forward Purchaser” or “Forward Purchasers” in the Original Prospectus Supplement shall hereafter be deemed to include Nomura Global Financial Products, Inc., as applicable.

Investing in shares of our common stock involves risks that are described in the “Risk Factors” section beginning on page S-2 of the Original Prospectus Supplement.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus to which it relates is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this prospectus supplement is February 14, 2025.