STOCK TITAN

Saul Centers (BFS) SVP receives restricted and performance-based shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Saul Centers, Inc. senior vice president of residential operations Lori Godby reported equity compensation activity involving performance shares, restricted stock, and stock options. On March 11, 2026, she exercised performance share awards into 200 shares of Common Stock and received an additional 100 restricted shares of Common Stock as a grant based on performance criteria. According to the filing, the performance-based restricted shares relate to a period from January 1, 2025 through December 31, 2025, with 50% scheduled to vest on May 17, 2029 and the remaining 50% on May 9, 2030, subject to continued employment. The filing also lists three outstanding employee stock option grants on Common Stock with exercise prices of 43.8900, 47.9000, and 33.7900 per share, each expiring between 2031 and 2033, which vest 25% per year over four years from grant.

Positive

  • None.

Negative

  • None.
Insider Godby Lori
Role Senior Vice Pres.-Residential
Type Security Shares Price Value
Exercise Performance Shares 100 $0.00 --
Exercise Performance Shares 100 $0.00 --
Exercise Common Stock 200 $0.00 --
Grant/Award Common Stock 100 $0.00 --
holding Employee Stock Option -- -- --
holding Employee Stock Option -- -- --
holding Employee Stock Option -- -- --
Holdings After Transaction: Performance Shares — 300 shares (Direct); Common Stock — 1,316 shares (Direct); Employee Stock Option — 5,000 shares (Direct)
Footnotes (1)
  1. Represents restricted shares of Common Stock. Fifty percent (50%) of the shares vest on May 17, 2029, and the remaining fifty percent (50%) vest on May 9, 2030, subject to the reporting persons continued employment through the applicable vesting dates. Represents additional restricted shares of Common Stock earned based on the achievement of performance criteria with respect to a performance period commencing on January 1, 2025 and ending on December 31, 2025. Fifty percent (50%) of the shares vest on May 17, 2029, and the remaining fifty percent (50%) vest on May 9, 2030, subject to the reporting persons continued employment through the applicable vesting dates. The options vest 25% per year over four years from the date of grant.
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*
Godby Lori

(Last) (First) (Middle)
7501 WISCONSIN AVENUE
SUITE 1500

(Street)
BETHESDA MD 20814

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SAUL CENTERS, INC. [ BFS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Senior Vice Pres.-Residential
3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 Stock 03/11/2026 M 200(1) A $0 1,316 D
Common Stock 03/11/2026 A 100(2) A $0 1,416 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
Employee Stock Option $43.89 05/07/2021(3) 05/07/2031 Common Stock 5,000 5,000 D
Employee Stock Option $47.9 05/13/2022(3) 05/13/2032 Common Stock 5,000 5,000 D
Employee Stock Option $33.79 05/12/2023(3) 05/12/2033 Common Stock 5,000 5,000 D
Performance Shares $0 03/11/2026 M 100 05/17/2029 05/17/2029 Common Stock 100 $0 300 D
Performance Shares $0 03/11/2026 M 100 05/09/2030 05/09/2030 Common Stock 100 $0 400 D
Explanation of Responses:
1. Represents restricted shares of Common Stock. Fifty percent (50%) of the shares vest on May 17, 2029, and the remaining fifty percent (50%) vest on May 9, 2030, subject to the reporting persons continued employment through the applicable vesting dates.
2. Represents additional restricted shares of Common Stock earned based on the achievement of performance criteria with respect to a performance period commencing on January 1, 2025 and ending on December 31, 2025. Fifty percent (50%) of the shares vest on May 17, 2029, and the remaining fifty percent (50%) vest on May 9, 2030, subject to the reporting persons continued employment through the applicable vesting dates.
3. The options vest 25% per year over four years from the date of grant.
Remarks:
/s/ Carlos L. Heard, by Power of Attorney 03/12/2026
** 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.

FAQ

What insider transactions did Saul Centers (BFS) executive Lori Godby report?

Lori Godby reported equity compensation transactions, not market trades. She exercised performance share awards into 200 shares of Common Stock and received 100 additional restricted Common shares as a grant tied to company performance and future vesting dates.

How many Saul Centers (BFS) shares did Lori Godby acquire in this Form 4?

The Form 4 shows Lori Godby acquiring 200 shares of Common Stock through the exercise of performance shares and 100 additional restricted Common shares as a performance-based grant, all dated March 11, 2026, as part of her equity compensation.

How do Lori Godby’s new Saul Centers (BFS) restricted shares vest?

The restricted Common shares vest in two equal stages. Half vest on May 17, 2029, and the remaining half vest on May 9, 2030, provided Lori Godby remains employed through each vesting date, according to the Form 4 footnotes.

What performance period is tied to Lori Godby’s Saul Centers (BFS) restricted shares?

The additional restricted Common shares were earned based on performance criteria for a period from January 1, 2025 through December 31, 2025. Vesting of these shares is then split between May 17, 2029 and May 9, 2030, subject to continued employment.

What stock options does Lori Godby hold in Saul Centers (BFS) after this filing?

The filing lists three employee stock option grants on Common Stock with exercise prices of $43.8900, $47.9000, and $33.7900 per share, expiring between 2031 and 2033. These options vest 25% per year over four years from their respective grant dates.

Does the Saul Centers (BFS) Form 4 show any insider share sales by Lori Godby?

The Form 4 does not report any open-market sales. It records equity compensation activity only, including exercises of performance shares into Common Stock and a grant of additional restricted Common shares based on performance criteria and future vesting.