Stein Justin C 4

What Happened
Justin C. Stein, EVP & Chief Revenue Officer of Tanger Inc. (SKT), had 24,835 notional/performance units convert into 24,835 restricted common shares on March 20, 2026. The conversion had a $0 exercise price (no cash paid). Of the 24,835 shares, 12,418 vested immediately and 6,337 restricted shares were withheld to satisfy tax withholding obligations (value of withheld shares: 6,337 × $35.48 = $224,837). The remaining 50% (about 12,417 shares) will vest on March 15, 2027, subject to continued employment.

Key Details

• Transaction date: March 20, 2026; Form 4 filed March 23, 2026 (timely).
• Acquired: 24,835 restricted shares on conversion of notional/performance units (code M; $0 exercise price).
• Withheld/disposed for taxes: 6,337 shares at $35.48 each, totaling $224,837 (code F).
• Vesting: 50% vested March 20, 2026 (12,418 shares); remaining 50% vests March 15, 2027, contingent on employment.
• Performance: Footnotes state 100% of both the absolute and relative performance portions were earned based on a 3-year TSR performance measurement (Mar 14, 2023–Mar 13, 2026). Performance metrics and peer-relative thresholds determined conversion.
• Shares owned after transaction: Not specified in the provided filing excerpt.

Context
This was a conversion of performance/notional units into restricted shares (not an open-market purchase or discretionary sale). The withholding of 6,337 shares was a tax-withholding action to cover tax liability on vested restricted shares, not an independent market sale. The filing indicates the performance award was fully earned under the TSR and peer-group conditions described in the footnotes.