SAUL CENTERS, INC.·4

Mar 12, 5:24 PM ET

Friedman Joel Albert 4

4 · SAUL CENTERS, INC. · Filed Mar 12, 2026

Research Summary

AI-generated summary of this filing

Updated

Saul Centers (BFS) Exec VP Joel Friedman Exercises Options, Receives Award

What Happened

  • Joel A. Friedman, Executive Vice President, Chief Accounting Officer & Treasurer of Saul Centers (BFS), reported equity activity on 2026-03-11. He acquired 1,200 shares total: 800 shares from an exercise/conversion of a derivative (code M) and 400 shares from a grant/award (code A). At the same time, the filing shows two derivative disposals of 400 shares each (code M), reported at $0.00.
  • The transactions list a $0.00 price for the acquisitions and disposals, and no cash exchange is shown. Net effect reported in the filing: +400 shares (1,200 acquired minus 800 disposed). The filing does not report cash proceeds from any open-market sale.

Key Details

  • Transaction date: 2026-03-11; Filing date: 2026-03-12 (timely filing).
  • Reported items:
    • Exercise/conversion (M): 800 shares acquired @ $0.00
    • Grant/award (A): 400 shares acquired @ $0.00
    • Two derivative disposals (M): 400 shares each disposed @ $0.00
  • Net change: +400 shares.
  • Post-transaction total shares owned: not stated in the excerpt of the filing provided.
  • Relevant footnotes from the filing:
    • F2 & F4: The awarded/restricted shares are subject to vesting — 50% vest on May 17, 2029 and the remaining 50% on May 9, 2030, subject to continued employment.
    • F4: The 400-share award represents performance-based shares for the 2025 performance period.
    • F5: Options (if applicable) vest 25% per year over four years from grant.
    • F1 & F3: Other holdings include 401(k) plan fund shares and dividend reinvestment credits (34.339 shares added from recent DRIP awards).
  • No indication in the filing of a 10b5-1 plan or late filing.

Context

  • Code M denotes exercise or conversion of a derivative; the zero-dollar price and simultaneous small disposals typically indicate stock settlement or shares withheld for tax obligations rather than open-market sales. The two 400-share disposals are likely tax-withholding or net settlement related to the exercise/vesting (the filing does not specify the reason).
  • These transactions are not an open-market purchase or sale signal to the market; they reflect company equity award activity and associated settlement mechanics.

Insider Transaction Report

Form 4
Period: 2026-03-11
Friedman Joel Albert
Exec VP, CAO & Treasurer
Transactions
  • Exercise/Conversion

    Common Stock

    [F2][F3]
    2026-03-11+8005,609.909 total
  • Award

    Common Stock

    [F4]
    2026-03-11+4006,009.909 total
  • Exercise/Conversion

    Performance Shares

    2026-03-114001,200 total
    Exercise: $0.00From: 2029-05-17Exp: 2029-05-17Common Stock (400 underlying)
  • Exercise/Conversion

    Performance Shares

    2026-03-114001,600 total
    Exercise: $0.00From: 2030-05-09Exp: 2030-05-09Common Stock (400 underlying)
Holdings
  • Common Stock

    [F1]
    (indirect: By 401(k))
    14,971
  • Series E Preferred Stock

    200
  • Series D Preferred Stock

    100
  • Employee Stock Option

    [F5]
    Exercise: $57.74From: 2016-05-06Exp: 2026-05-06Common Stock (10,000 underlying)
    10,000
  • Employee Stock Option

    [F5]
    Exercise: $59.41From: 2017-05-05Exp: 2027-05-05Common Stock (10,000 underlying)
    10,000
  • Employee Stock Option

    [F5]
    Exercise: $49.46From: 2018-05-11Exp: 2028-05-11Common Stock (10,000 underlying)
    10,000
  • Employee Stock Option

    [F5]
    Exercise: $55.71From: 2019-05-03Exp: 2029-05-03Common Stock (15,000 underlying)
    15,000
  • Employee Stock Option

    [F5]
    Exercise: $50.00From: 2020-04-24Exp: 2030-04-24Common Stock (20,000 underlying)
    20,000
  • Employee Stock Option

    [F5]
    Exercise: $43.89From: 2021-05-07Exp: 2031-05-07Common Stock (20,000 underlying)
    20,000
  • Employee Stock Option

    [F5]
    Exercise: $47.90From: 2022-05-13Exp: 2032-05-13Common Stock (20,000 underlying)
    20,000
  • Employee Stock Option

    [F5]
    Exercise: $33.79From: 2023-05-12Exp: 2033-05-12Common Stock (20,000 underlying)
    20,000
Footnotes (5)
  • [F1]Effective April 1, 2009, shares formerly held by the B.F. Saul Company Employees' Profit Sharing Reinvestment Trust were distributed to the individual 401(k) plan accounts of participants. The number of shares reported represents the reporting person's beneficial ownership interest in the Saul Centers stock fund of the 401(k) plan.
  • [F2]Represents restricted shares of Common Stock. Fifty percent (50%) of the shares vest on May 17, 2029, and the remaining fifty percent (50%) vest on May 9, 2030, subject to the reporting persons continued employment through the applicable vesting dates.
  • [F3]Balance increased by July 31, 2025 Dividend Reinvestment Plan award, October 31, 2025 award and January 31, 2026 award totaling 34.339 shares
  • [F4]Represents additional restricted shares of Common Stock earned based on the achievement of performance criteria with respect to a performance period commencing on January 1, 2025 and ending on December 31, 2025. Fifty percent (50%) of the shares vest on May 17, 2029, and the remaining fifty percent (50%) vest on May 9, 2030, subject to the reporting persons continued employment through the applicable vesting dates.
  • [F5]The options vest 25% per year over four years from the date of grant.
Signature
/s/ Carlos L. Heard, by Power of Attorney|2026-03-12

Documents

1 file
  • 4
    wk-form4_1773350638.xmlPrimary

    FORM 4