Johnstone George 4

What Happened
George Johnstone, EVP of Operations at Brandywine Realty Trust (BDN), was granted a total of 118,857 shares (two awards: 52,825 and 66,032) on 2026-01-22 at $0.00 (performance-based restricted share awards). On 2026-01-23 a total of 50,910 shares (26,405 and 24,505) were surrendered/withheld at $3.03 per share to satisfy payroll tax obligations, generating proceeds/value of $154,257 for tax withholding. Net new shares retained from these transactions = 67,947.

Key Details

• Transaction types: A = Award/Grant (acquisition of 118,857 shares); F = shares withheld/surrendered for taxes (50,910 shares).
• Dates and prices: Awards on 2026-01-22 at $0.00; tax-withholding on 2026-01-23 at $3.03/share (total withheld value $154,257).
• Net change: +118,857 shares acquired, -50,910 shares withheld → net increase of 67,947 shares.
• Footnotes: Awards reflect shares earned under the reporting person's 2023–2025 restricted performance/share unit awards and the outperformance element; withheld shares were used to satisfy payroll taxes.
• Shares owned after the transactions: Not specified in the provided filing excerpt.
• Filing timeliness: Form filed 2026-01-26 for transactions on Jan 22–23; filing appears timely (within SEC Form 4 reporting window).

Context
These transactions are grant-related and tax-withholding settlements of performance-based restricted share units — not open-market purchases or discretionary sales. Withheld shares to cover taxes are routine and reflect withholding on delivered restricted shares rather than a market-directed sale.