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SAUL CENTERS, INC.·4

May 12, 8:57 PM ET

Laycock Willoughby B. 4

Research Summary

AI-generated summary

Updated

Saul Centers (BFS) Director Laycock Receives Awards; Surrenders 36 Shares

What Happened
Willoughby B. Laycock, SVP—Research Design/Market Research and a director of Saul Centers (BFS), received equity awards and had shares withheld to cover taxes. The filing shows: a grant of 500 restricted shares on May 8, 2026 (value reported $0 as these are restricted awards), 5 shares issued/vested on May 9, 2026 at $35.19 each (about $176 total), and 36 shares surrendered on May 9, 2026 at $35.19 each to cover tax withholding (cash value ≈ $1,267). One of the 500-share entries is reported as a derivative award under the issuer’s deferred compensation plan.

Key Details

  • Transaction dates and prices: May 8, 2026 (500 restricted shares, $0 reported); May 9, 2026 (5 shares acquired at $35.19; 36 shares surrendered at $35.19 for tax withholding).
  • Shares owned after transaction: not specified in the provided filing excerpt.
  • Footnote highlights:
    • Restricted shares vest in equal annual installments over five years beginning May 8, 2026.
    • 5 shares were acquired as dividend equivalents that vested May 9, 2026.
    • Performance-share awards cliff-vest May 8, 2031 and are contingent on FFO performance versus board-approved targets.
    • Phantom-share conversion and related terms are governed by the Issuer’s Deferred Compensation Plan and related Deferred Fee Agreement.
    • The filing includes prior phantom-stock dividend reinvestment (73.862 shares) noted in footnotes.
  • Transaction codes: A = Award/Grant, F = Tax withholding (surrendered shares to cover taxes).
  • Filing timeliness: Reported on May 12, 2026 for transactions dated May 8–9, 2026; filing appears timely under Form 4 two-business-day rule.

Context
These were compensation-related equity awards and routine tax-withholding share surrenders—not open-market purchases or sales that signal a change in personal investment stance. Restricted and performance awards are designed as long-term retention and performance incentives; phantom-share mechanics mean some awards will convert to common stock under deferred-compensation terms and subject to vesting/performance conditions.