STOCK TITAN

Saul Centers (BFS) CFO gains 1,200 shares and holds large option grants

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

Rhea-AI Filing Summary

Saul Centers, Inc. reported that Senior Vice President & CFO Carlos Lawrence Heard acquired additional equity through compensation-related awards. He exercised performance share awards covering 800 shares of Common Stock at a conversion price of $0.00 per share and received a further grant of 400 restricted Common shares, bringing his direct Common Stock holdings to 5,930.835 shares.

The restricted shares vest 50% on May 17, 2029 and 50% on May 9, 2030, subject to his continued employment. He also continues to hold employee stock options over 10,000, 15,000 and 15,000 Common shares at exercise prices of $43.89, $47.90 and $33.79, expiring between 2031 and 2033.

Positive

  • None.

Negative

  • None.
Insider Heard Carlos Lawrence
Role Senior Vice President & CFO
Type Security Shares Price Value
Exercise Performance Shares 400 $0.00 --
Exercise Performance Shares 400 $0.00 --
Exercise Common Stock 800 $0.00 --
Grant/Award Common Stock 400 $0.00 --
holding Employee Stock Option -- -- --
holding Employee Stock Option -- -- --
holding Employee Stock Option -- -- --
holding Series D Preferred Stock -- -- --
Holdings After Transaction: Performance Shares — 1,200 shares (Direct); Common Stock — 5,530.835 shares (Direct); Employee Stock Option — 10,000 shares (Direct); Series D Preferred Stock — 4,000 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. Balance increased by January 31, 2026 Dividend Reinvestment Plan award of 5.659 shares. 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*
Heard Carlos Lawrence

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

(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 President & CFO
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
Series D Preferred Stock 4,000 D
Common Stock 03/11/2026 M 800(1) A $0 5,530.835(2) D
Common Stock 03/11/2026 A 400(3) A $0 5,930.835 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(4) 05/07/2031 Common Stock 10,000 10,000 D
Employee Stock Option $47.9 05/13/2022(4) 05/13/2032 Common Stock 15,000 15,000 D
Employee Stock Option $33.79 05/12/2023(4) 05/12/2033 Common Stock 15,000 15,000 D
Performance Shares $0 03/11/2026 M 400 05/17/2029 05/17/2029 Common Stock 400 $0 1,200 D
Performance Shares $0 03/11/2026 M 400 05/09/2030 05/09/2030 Common Stock 400 $0 1,600 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. Balance increased by January 31, 2026 Dividend Reinvestment Plan award of 5.659 shares.
3. 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.
4. The options vest 25% per year over four years from the date of grant.
Remarks:
Carlos L. Heard 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) report for its CFO?

Saul Centers reported that CFO Carlos Lawrence Heard exercised performance share awards into 800 shares of Common Stock and received 400 additional restricted Common shares. These compensation-related transactions increased his direct Common Stock holdings to 5,930.835 shares as of the reported date.

How many Saul Centers (BFS) shares does the CFO hold after these transactions?

After the reported transactions, CFO Carlos Lawrence Heard directly holds 5,930.835 shares of Saul Centers Common Stock. This figure reflects the exercise of 800 performance shares and a grant of 400 restricted shares, plus prior holdings and a small dividend reinvestment plan increase.

What are the vesting terms of the new Saul Centers (BFS) restricted shares?

The restricted Common shares granted to the Saul Centers CFO vest in two equal installments. Fifty percent vest on May 17, 2029, and the remaining fifty percent vest on May 9, 2030, conditioned on his continued employment through each applicable vesting date.

What stock options does the Saul Centers (BFS) CFO still hold?

The CFO continues to hold three employee stock option grants over 10,000, 15,000 and 15,000 Saul Centers Common shares. These options have exercise prices of $43.89, $47.90 and $33.79 per share and expire in 2031, 2032 and 2033, respectively.

Were any Saul Centers (BFS) shares sold in this Form 4 filing?

No sales were reported. The Form 4 shows only acquisitions: exercises of performance share awards into 800 Common shares and a grant of 400 restricted Common shares, along with updates to existing option and preferred stock holdings for the Saul Centers CFO.

Are the Saul Centers (BFS) CFO’s new shares subject to performance conditions?

Yes. Additional restricted Common shares were earned based on performance criteria for a period from January 1, 2025, to December 31, 2025. These performance-based restricted shares then vest 50% in 2029 and 50% in 2030, assuming continued employment through each vesting date.