Veris Residential, Inc.·4

Feb 23, 8:56 AM ET

Malhari Anna 4

4 · Veris Residential, Inc. · Filed Feb 23, 2026

Research Summary

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Veris Residential COO Anna Malhari Receives Equity Awards

What Happened

  • Anna Malhari, Chief Operating Officer of Veris Residential, was granted three equity awards on February 19, 2026: 33,693 time-vesting RSUs (TVRSUs), 33,692 performance-vesting RSUs (PVRSUs), and 33,693 outperformance RSUs (OPVRSUs), totaling 101,078 RSUs. Each award was granted at $0.00 per share (these are compensation awards, not purchases), so reported acquisition value is $0 on the grant date. The RSUs represent contingent rights to receive shares of Veris common stock if and when vesting conditions are met.

Key Details

  • Transaction date: February 19, 2026; Form 4 filed February 23, 2026 (appears timely).
  • Grant amounts and price: 33,693 TVRSUs @ $0.00; 33,692 PVRSUs @ $0.00; 33,693 OPVRSUs @ $0.00. Total granted = 101,078 RSUs.
  • Vesting highlights:
    • TVRSUs: vest in three equal annual installments beginning February 19, 2027.
    • PVRSUs: 50% vest based on absolute total stockholder return (TSR) over three years; 50% vest based on TSR relative to 11 peer REITs; payout may range from 0% to 160% of target.
    • OPVRSUs: may vest 0%–100% on February 18, 2029 based on adjusted funds from operations (AFFO) per share for fiscal 2028.
  • Shares owned after transaction: Not reported in this Form 4.
  • Filing/timeliness: Filed Feb 23, 2026 for a Feb 19, 2026 grant; filing appears to meet the standard Form 4 timing requirements.

Context

  • These awards are compensation grants, not open-market purchases or sales. Time-vesting RSUs are straightforward delayed compensation; performance- and outperformance-based RSUs are contingent on multi-year company performance metrics and may result in 0%–160% payout of the target units depending on results.
  • Such grants dilute outstanding shares only if and when RSUs vest and convert into common stock. They indicate company compensation decisions rather than an immediate insider buy/sell signal.

Insider Transaction Report

Form 4
Period: 2026-02-19
Malhari Anna
EVP & CHIEF OPERATING OFFICER
Transactions
  • Award

    Time Vesting Restricted Stock Units

    [F1][F2]
    2026-02-19+33,693135,047 total
  • Award

    Performance Vesting Restricted Stock Units

    [F3][F4]
    2026-02-19+33,69233,692 total
    Exercise: $0.00Common Stock, $0.01 par value (33,692 underlying)
  • Award

    Outperformance Vesting Restricted Stock Units

    [F5][F6]
    2026-02-19+33,69333,693 total
    Exercise: $0.00Common Stock, $0.01 par value (33,693 underlying)
Footnotes (6)
  • [F1]On February 19, 2026, the reporting person was granted time vesting restricted stock units (each, a "TVRSU"). Each TVRSU represents a contingent right to receive one share of common stock, $0.01 par value (the "Common Stock"), of Veris Residential, Inc. (the "Company").
  • [F2]The TVRSUs vest in three equal annual installments beginning February 19, 2027.
  • [F3]On February 19, 2026, the reporting person was granted performance vesting restricted stock units (each, a "PVRSU"). Each PVRSU represents a contingent right to receive one share of Common Stock.
  • [F4]Fifty percent (50%) of the PVRSUs may vest over a three year period based on the attainment of absolute total stockholder return ("TSR") metrics by the Company over a three year performance period. The remaining fifty percent (50%) of the PVRSUs may vest over a three year period based on the Company's TSR relative to the TSR of a select group of eleven (11) peer REITs over the same three year performance period. PVRSUs may vest between 0% and 160% of the "target" performance level (the number of shares listed herein).
  • [F5]On February 19, 2026, the Company granted the reporting person outperformance vesting restricted stock units (each, a "OPVRSU"). Each OPVRSU represents a contingent right to receive one share of Common Stock.
  • [F6]The OPVRSUs may vest on February 18, 2029 from 0% to 100% based on the attainment of certain levels of adjusted funds from operations per share for the Company's fiscal year ending December 31, 2028.
Signature
/s/ Anna Malhari|2026-02-23

Documents

1 file
  • 4
    form4-02232026_010241.xmlPrimary