Malhari Anna 4

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.