Witt Andrew Elmore 4

What Happened
Witt Andrew Elmore, President and Chief Operating Officer of BrightSpire Capital (BRSP), was granted/issued a total of 263,862 shares on 2026-03-16 and had 131,414 shares withheld by the company to satisfy tax withholding obligations (disposed at $5.54/share for $728,034). The filing shows two award/acquisition entries: 144,405 shares granted (no cash paid) and 119,457 shares issued in settlement of 2023 performance restricted stock units (PRSUs). The withheld shares were not an open-market sale but were retained by the issuer to cover taxes.

Key Details

• Transaction date: 2026-03-16; Form 4 filed 2026-03-18 (appears timely).
• Awards/acquisitions: 144,405 shares (grant); 119,457 shares (2023 PRSU settlement) — both reported at $0 purchase price.
• Tax withholding (Disposition code F): 131,414 shares withheld at $5.54/share for $728,034. This is a company withholding to satisfy tax obligations, not a market sale.
• Vesting note: the 144,405-share grant vests in three equal annual installments on Mar 15, 2027, 2028 and 2029. The 119,457 shares were issued for PRSUs earned for the period ended Mar 6, 2026.
• Shares owned after transaction: Not disclosed in this Form 4.
• Transaction codes: A = Award/Grant, F = Shares withheld to satisfy tax liability.

Context
This filing reflects routine equity awards and tax withholding rather than an active open-market sale or purchase. The PRSU shares were issued for performance and one grant carries multi-year vesting—so part of the award is locked up until future vesting dates. Tax withholding is an administrative step and does not necessarily indicate a change in the insider’s view of the company.