Callan John 4

What Happened
John Callan, SVP and General Counsel of Broadstone Net Lease (BNL), was issued 12,397 performance-based shares on March 12, 2026 (award code A). To cover tax obligations on the vesting, 4,470 shares were withheld by the company (code F) at $18.97 per share, a withholding value of $84,796. The award was granted as the three‑year performance period that began with awards on February 28, 2023 ended on February 28, 2026.

Key Details

• Transaction date: 2026-03-12. Form filed 2026-03-16 (timely — within required reporting window).
• Award: 12,397 shares issued (acquisition price shown $0.00; performance-based award).
• Tax withholding/disposition: 4,470 shares withheld at $18.97 = $84,796 (reported as disposed to cover taxes).
• Footnotes:
  • F1: Shares issued upon achievement of performance criteria for the three-year period ending 2/28/2026.
  • F2: Some reported shares are owned jointly with spouse (shared voting/investment power).
  • F3: The filing notes 63,612 shares are unvested restricted stock (included in reported ownership).
  • F4: Withholding represents shares retained by the issuer to cover the reporting person’s tax obligations.
• No indication this was a market purchase; the primary action was an awarded grant and routine tax withholding.

Context
This was a performance-based stock award (not a purchase), so it reflects compensation/vesting rather than an insider buying shares on the open market. The withheld shares were used to satisfy tax obligations (a common, routine disposition), not an intentional sale signaling sentiment.