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SAUL CENTERS, INC.·4

May 12, 8:57 PM ET

Hachey Donald A 4

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

Research Summary

AI-generated summary of this filing

Updated

Saul Centers (BFS) SVP Donald A. Hachey Receives Restricted Shares; 101 Withheld

What Happened

  • Donald A. Hachey, Senior Vice President & Chief Construction Officer of Saul Centers (BFS), received equity awards and had shares withheld to cover a tax/exercise obligation. On May 8, 2026 he was granted 1,500 shares at $0.00 (restricted/award). On May 9, 2026, 101 shares were disposed/withheld at $35.19 to satisfy a payment (total = $3,554) and 15 shares were recorded as acquired at $35.19 (dividend equivalents tied to a restricted award).

Key Details

  • Transaction dates and prices:
    • May 8, 2026: Grant/award of 1,500 shares @ $0.00 (acquired; one entry is shown as derivative).
    • May 9, 2026: Payment of exercise price/tax liability — 101 shares disposed @ $35.19 (total $3,554).
    • May 9, 2026: Acquisition of 15 shares @ $35.19 (total ~$528) — recorded as dividend equivalents on a restricted stock award.
  • Post-transaction holdings: Not specified in the provided filing excerpts.
  • Notable footnotes (summarized):
    • F1: Restricted shares vest in equal installments on the first five anniversaries of May 8, 2026 (subject to continued employment).
    • F3: The 15 shares were dividend equivalents that vested on May 9, 2026.
    • F5: A performance share award vests in five annual installments with cliff vesting on May 8, 2031 and is subject to FFO-based performance criteria.
    • F2: Balance was increased earlier (Apr 30, 2026) by 4.0351 shares via the Dividend Reinvestment Plan.
    • F4: Related options (if any) vest 25% per year over four years.
  • Filing date: Form 4 filed May 12, 2026 reporting the May 8–9 transactions (check the full filing for any late-filing notation).

Context

  • The 1,500-share entries are awards of restricted stock (one entry is designated derivative and may relate to performance-based/derivative awards subject to additional vesting/performance conditions). These awards are grants (code A) rather than open-market purchases, so they reflect compensation rather than a cash purchase signal.
  • The 101-share disposition is coded as an F transaction (payment of exercise price or tax liability) — a routine withholding/surrender to satisfy tax obligations, not an independent market sale for investment reasons.
  • For retail investors: awards and withholding for taxes are common for employee compensation. Purchases/exercises that are followed by immediate open-market sales would be more informative about sentiment; this filing shows awards and tax-related withholding rather than a discretionary sale.

Insider Transaction Report

Form 4
Period: 2026-05-08
SAUL CENTERS, INC.BFS
Hachey Donald A
SVP-Chief Construction Officer
Transactions
  • Award

    Common Stock

    [F1][F2]
    2026-05-08+1,500→ 5,781.812 total
  • Tax Payment

    Common Stock

    2026-05-09$35.19/sh−101$3,554→ 5,680.812 total
  • Award

    Common Stock

    [F3]
    2026-05-09$35.19/sh+15$528→ 5,695.812 total
  • Award

    Performance Shares

    [F5]
    2026-05-08+1,500→ 1,500 total
    Exercise: $0.00From: 2031-05-08Exp: 2031-05-08→ Common Stock (1,500 underlying)
Holdings

  • Employee Stock Option

    [F4]
    Exercise: $59.41From: 2017-05-05Exp: 2027-05-05→ Common Stock (5,000 underlying)
    5,000

  • Employee Stock Option

    [F4]
    Exercise: $49.46From: 2018-05-11Exp: 2028-05-11→ Common Stock (5,000 underlying)
    5,000

  • Employee Stock Option

    [F4]
    Exercise: $55.71From: 2019-05-03Exp: 2029-05-03→ Common Stock (5,000 underlying)
    5,000

  • Employee Stock Option

    [F4]
    Exercise: $50.00From: 2020-04-24Exp: 2030-04-24→ Common Stock (7,500 underlying)
    7,500

  • Employee Stock Option

    [F4]
    Exercise: $43.89From: 2021-05-07Exp: 2031-05-07→ Common Stock (10,000 underlying)
    10,000

  • Employee Stock Option

    [F4]
    Exercise: $47.90From: 2022-05-13Exp: 2032-05-13→ Common Stock (10,000 underlying)
    10,000

  • Employee Stock Option

    [F4]
    Exercise: $33.79From: 2023-05-12Exp: 2033-05-12→ Common Stock (15,000 underlying)
    15,000

  • Performance Shares

    Exercise: $0.00From: 2029-05-17Exp: 2029-05-17→ Common Stock (900 underlying)
    900

  • Performance Shares

    Exercise: $0.00From: 2030-05-09Exp: 2030-05-09→ Common Stock (1,200 underlying)
    1,200
Footnotes (5)
  • [F1]Represents restricted shares of Common Stock. Such shares vest on the first five anniversaries of May 8, 2026 in equal annual installments, assuming continued employment.
  • [F2]Balance increased by April 30, 2026 Dividend Reinvestment Plan award of 4.0351 shares.
  • [F3]Shares acquired in an exempt transaction as dividend equivalents on filers restricted stock award, which vested on May 9, 2026.
  • [F4]The options vest 25% per year over four years from the date of grant.
  • [F5]The performance share award provides for the grant of restricted shares of Common Stock on each of the five anniversaries of May 8, 2026 in equal annual installments. The number of restricted shares of such grant that vest, if any, is (i) subject to cliff-vesting on May 8, 2031, and (2) achievement of performance criteria relating to the Companys target Funds from Operations available to common stockholders and noncontrolling interests (FFO) measured against an FFO amount included in the budget established by the Board of Directors annually prior to the start of such calendar year.
Signature
/s/ Carlos L. Heard, by Power of Attorney|2026-05-12

Documents

1 file
  • 4
    wk-form4_1778633848.xmlPrimary

    FORM 4