SAUL CENTERS, INC.·4

May 12, 8:56 PM ET

Garland Judith K. 4

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

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Saul Centers (BFS) SVP Judith K. Garland Receives 1,500-Share Award

What Happened Judith K. Garland, Senior Vice President, Office and Retail at Saul Centers (BFS), received a grant of 1,500 restricted shares on May 8, 2026 (reported May 12, 2026). The award shows an acquisition price of $0 (compensation award). On May 9, 2026, 13 shares were credited as dividend equivalents (acquired at $35.19 each, total $457) and 106 shares were surrendered/withheld to satisfy tax withholding at $35.19 each (disposed, total $3,730).

Key Details

  • Transactions reported: May 8–9, 2026; Form 4 filed May 12, 2026 (timely).
  • Grant: 1,500 restricted shares @ $0.00 (award).
  • Dividend equivalents: 13 shares acquired @ $35.19 = $457 (vested May 9, 2026).
  • Tax withholding: 106 shares withheld @ $35.19 = $3,730 (reported as disposition to cover taxes).
  • Shares owned after the transactions: not specified in the provided excerpt of the filing.
  • Relevant footnotes from the filing:
    • F1: Restricted shares vest in equal annual installments on the first five anniversaries of May 8, 2026 (subject to continued employment).
    • F2: The 13 shares were dividend equivalents on the filer’s restricted stock award that vested May 9, 2026.
    • F3: (Referenced) Options vest 25% per year over four years from grant (if applicable to other awards).
    • F4: Performance share award schedules further restricted-share grants over five anniversaries with cliff vesting May 8, 2031, contingent on FFO performance vs. board-approved targets.

Context

  • The 1,500-share grant is compensation (award), not an open-market purchase—these are routine executive equity awards and do not in themselves signal a personal buy/sell decision.
  • The 106-share disposition is a tax-withholding event (common when restricted stock vests) and not a market sale for cash.
  • Filing was timely (reported within required business-day window).

Insider Transaction Report

Form 4
Period: 2026-05-08
Garland Judith K.
SVP, Office and Retail
Transactions
  • Award

    Common Stock

    [F1]
    2026-05-08+1,5004,989 total
  • Tax Payment

    Common Stock

    2026-05-09$35.19/sh106$3,7304,883 total
  • Award

    Common Stock

    [F2]
    2026-05-09$35.19/sh+13$4574,896 total
  • Award

    Performance Shares

    [F4]
    2026-05-08+1,5001,500 total
    Exercise: $0.00From: 2031-05-08Exp: 2031-05-08Common Stock (1,500 underlying)
Holdings
  • Employee Stock Option

    [F3]
    Exercise: $43.89From: 2021-05-07Exp: 2031-05-07Common Stock (5,000 underlying)
    5,000
  • Employee Stock Option

    [F3]
    Exercise: $47.90From: 2022-05-13Exp: 2032-05-13Common Stock (5,000 underlying)
    5,000
  • Employee Stock Option

    [F3]
    Exercise: $33.79From: 2023-05-12Exp: 2033-05-12Common Stock (10,000 underlying)
    10,000
  • Performance Shares

    Exercise: $0.00From: 2029-05-17Exp: 2029-05-17Common Stock (600 underlying)
    600
  • Performance Shares

    Exercise: $0.00From: 2030-05-09Exp: 2030-05-09Common Stock (1,200 underlying)
    1,200
Footnotes (4)
  • [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]Shares acquired in an exempt transaction as dividend equivalents on filers restricted stock award, which vested on May 9, 2026.
  • [F3]The options vest 25% per year over four years from the date of grant.
  • [F4]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_1778633799.xmlPrimary

    FORM 4