Brandywine Realty Trust (BDN) SVP has shares withheld for equity award taxes

Rhea-AI Filing Summary

Brandywine Realty Trust senior executive reports routine tax withholding on equity award vesting. SVP & Chief Accounting Officer Daniel A. Palazzo had 2,405 common shares withheld at $2.76 per share to satisfy payroll taxes tied to vesting or delivery of equity awards. After this non-market disposition, he directly holds 246,751 common shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider PALAZZO DANIEL A

Role SVP & Chief Accounting Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Shares of Beneficial Interest	2,405	$2.76	$7K

Holdings After Transaction: Common Shares of Beneficial Interest — 246,751 shares (Direct)

Footnotes (1)

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Key Figures

Shares withheld for taxes: 2,405 shares Withholding price per share: $2.76 per share Shares held after transaction: 246,751 shares +1 more

4 metrics

Shares withheld for taxes 2,405 shares Common shares withheld to satisfy payroll taxes on equity awards

Withholding price per share $2.76 per share Value used for the tax-withholding disposition

Shares held after transaction 246,751 shares Direct ownership after tax-withholding disposition

Transaction date 2026-04-15 Date of non-derivative tax-withholding transaction

Key Terms

Form 4, Common Shares of Beneficial Interest, tax-withholding disposition, Payment of exercise price or tax liability by delivering securities, +1 more

5 terms

Form 4 regulatory

"INSIDER FILING DATA (Form 4)"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Common Shares of Beneficial Interest financial

"security_title: "Common Shares of Beneficial Interest""

Common Shares of Beneficial Interest are units that represent ownership in a company or organization, like owning a piece of a pie. They give investors voting rights and a chance to share in profits, making them important for those looking to invest and have a say in how the organization is run.

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Payment of exercise price or tax liability by delivering securities financial

"transaction_code_description: "Payment of exercise price or tax liability by delivering securities""

equity awards financial

"vesting or delivery of equity awards"

Equity awards are payments to employees or directors made in the form of company stock or rights to buy stock later, serving as a way to share ownership rather than cash. For investors, they matter because they align staff incentives with company performance, can increase the number of shares outstanding over time (which can reduce each share’s claim on profits), and create compensation costs that affect reported earnings.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

PALAZZO DANIEL A

(Last) (First) (Middle)

2929 ARCH STREET, SUITE 1800

SUITE 1800

(Street)

PHILADELPHIA PENNSYLVANIA 19104

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
BRANDYWINE REALTY TRUST [ BDN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares of Beneficial Interest	04/15/2026		F		2,405(1)	D	$2.76	246,751	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares withheld to satisfy payroll taxes for vesting or delivery of equity awards.

	/s/ Shawn Neuman as Attorney-in-Fact for Daniel A. Palazzo	04/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Brandywine Realty Trust (BDN) report for Daniel A. Palazzo?

Brandywine Realty Trust reported that Daniel A. Palazzo had 2,405 common shares withheld at $2.76 per share. The shares were used to satisfy payroll tax obligations related to the vesting or delivery of equity awards, not an open-market sale.

Was the Brandywine Realty Trust (BDN) Form 4 transaction an insider sale?

The Form 4 shows a tax-withholding disposition, not an open-market sale. 2,405 shares were withheld by the company to cover payroll taxes on vesting or delivery of equity awards, which is a routine administrative transaction for equity compensation.

How many Brandywine Realty Trust (BDN) shares does Daniel A. Palazzo hold after the transaction?

After the tax-withholding disposition, Daniel A. Palazzo directly holds 246,751 common shares of beneficial interest. This figure reflects his position following the withholding of 2,405 shares to satisfy payroll taxes on equity award vesting or delivery.

What does transaction code "F" mean in the Brandywine Realty Trust (BDN) Form 4?

Transaction code "F" indicates payment of an exercise price or tax liability by delivering securities. In this filing, 2,405 shares were withheld to satisfy payroll taxes associated with the vesting or delivery of equity awards granted to Daniel A. Palazzo.

Did the Brandywine Realty Trust (BDN) Form 4 involve any derivative securities?

This Form 4 does not report any derivative security transactions. The filing shows only a non-derivative common share disposition, where 2,405 shares were withheld for payroll taxes related to equity award vesting or delivery, with no remaining derivative positions listed.