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Saul Centers (NYSE: BFS) executive adds restricted stock and preferred holdings

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

Rhea-AI Filing Summary

Friedlis Zachary Maxwell reported acquisition or exercise transactions in this Form 4 filing.

Saul Centers, Inc. Senior Vice President and Director of Leasing Zachary Maxwell Friedlis reported equity award activity dated March 11, 2026. The filing includes derivative transactions in Performance Shares tied to 300 underlying shares of Common Stock each, a non-derivative entry for 600 Common shares at $0.0000 per share, and a grant of 300 restricted Common shares. After these entries he directly holds 2,100 Performance Shares, 5,206.093 shares of Common Stock, and 3,704.552 shares of Series D Preferred Stock. Footnotes describe vesting of certain restricted shares in 2029 and 2030 based on continued employment and note Dividend Reinvestment Plan awards totaling 61.074 shares.

Positive

  • None.

Negative

  • None.

Insights

Routine equity compensation: awards exercised and granted, no open-market trades.

Senior executive Zachary Maxwell Friedlis exercised performance share awards to receive 600 shares of Saul Centers Common Stock and was granted 300 additional restricted shares, all at a stated price of $0.00 per share. These are compensation-related equity movements, not open-market buying or selling.

The filing shows he now directly holds 5,206.093 Common shares and 3,704.552 Series D Preferred shares. Footnotes describe the new restricted shares as vesting 50% on May 17, 2029 and 50% on May 9, 2030, contingent on continued employment. This pattern is typical of long-term incentive plans and does not, by itself, signal a change in outlook.

Insider Friedlis Zachary Maxwell
Role Sr. VP-Director of Leasing
Type Security Shares Price Value
Exercise Performance Shares 300 $0.00 $0.00
Exercise Performance Shares 300 $0.00 $0.00
Exercise Common Stock 600 $0.00 $0.00
Grant/Award Common Stock 300 $0.00 $0.00
holding Series D Preferred Stock -- -- --
Holdings After Transaction: Performance Shares — 2,100 shares (Direct); Common Stock — 5,206.093 shares (Direct); Series D Preferred Stock — 3,704.552 shares (Direct)
Footnotes (3)
  1. F1. 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. F2. Balance increased by July 31, 2025 Dividend Reinvestment Plan award, October 31, 2025 award and January 31, 2026 award totaling 61.074 shares
  3. F3. 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.
Performance Shares derivative (2029) 300 Performance Shares derivative exercise/conversion dated March 11, 2026 with exercise date May 17, 2029 and 300 underlying Common Stock.
Performance Shares derivative (2030) 300 Performance Shares derivative exercise/conversion dated March 11, 2026 with exercise date May 9, 2030 and 300 underlying Common Stock.
Common Stock non-derivative entry 600 Common Stock transaction coded M on March 11, 2026 for 600 shares at $0.0000 per share.
Restricted Common Stock grant 300 Grant or award acquisition of 300 shares of Common Stock at $0.0000 per share dated March 11, 2026.
Performance Shares holding 2,100 Direct post-transaction holding of Performance Shares reported in canonical holdings.
Common Stock holding 5,206.093 Direct post-transaction holding of Common Stock reported in canonical holdings.
Series D Preferred Stock holding 3,704.552 Direct holding of Series D Preferred Stock after the reported transactions.
Dividend Reinvestment Plan awards 61.074 Footnote notes DRIP awards on July 31, 2025, October 31, 2025 and January 31, 2026 totaling 61.074 shares.
Performance Shares financial
"security_title "Performance Shares" with derivative exercise/conversion code M."
Performance shares are a type of company stock given to executives or employees that only become theirs if the company meets specific goals, like hitting certain profits or growth targets. They motivate leaders to work toward the company’s success, because their additional shares depend on achieving these results.
restricted shares of Common Stock financial
"Represents restricted shares of Common Stock. Fifty percent (50%) of the shares vest..."
Restricted shares of common stock are company shares that cannot be sold or transferred until specific conditions are met, such as a set time period, performance targets, or regulatory approvals; they are often granted to founders, employees or early investors. They matter to investors because when the restrictions lift those shares can enter the market and increase the supply, potentially diluting existing holders and changing the stock’s price, similar to a locked faucet being opened and more water joining the flow.
Dividend Reinvestment Plan financial
"Balance increased by July 31, 2025 Dividend Reinvestment Plan award..."
A dividend reinvestment plan lets shareholders automatically use cash dividends to buy more shares of the same company instead of receiving the money. It matters to investors because it turns regular payouts into a steady way to grow ownership and take advantage of compound returns—like having your savings automatically buy additional slices of a pie over time—while often reducing transaction costs and smoothing purchase timing.
Series D Preferred Stock financial
"Series D Preferred Stock holding shows 3,704.5520 shares following the transaction."
Series D preferred stock is a specific class of preferred shares typically issued in a later-stage financing round that gives holders special rights such as priority for payout before common shareholders, fixed or cumulative dividends, and often the option to convert into common shares. Investors care because these shares affect who gets paid first in a sale or liquidation, influence ownership and voting power, and change how future fundraising or an exit will impact an investor’s return—like a VIP ticket that can sometimes be exchanged for a regular ticket if that proves more valuable.
performance criteria financial
"additional restricted shares of Common Stock earned based on the achievement of performance criteria..."

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What equity transactions did Saul Centers (BFS) executive Zachary Maxwell Friedlis report?
He reported derivative activity in Performance Shares, a 600-share Common Stock entry at $0.0000 per share, and a 300-share restricted Common Stock grant. These awards reflect equity-based incentives rather than open-market share purchases or sales.

How many Saul Centers (BFS) common shares does Zachary Maxwell Friedlis hold after these awards?
Following the reported transactions, he directly holds 5,206.093 shares of Common Stock. This post-transaction balance comes from canonical holdings data and reflects his cumulative directly held common shares at Saul Centers, Inc.

What is the vesting schedule for the restricted Saul Centers (BFS) shares mentioned?
Certain restricted Common shares vest 50% on May 17, 2029 and 50% on May 9, 2030. Footnotes state vesting is conditioned on Zachary Maxwell Friedlis’s continued employment and include performance-based awards for a 2025 measurement period.

What Series D Preferred Stock holdings does Friedlis report for Saul Centers (BFS)?
He reports a direct holding of 3,704.552 shares of Series D Preferred Stock. A footnote explains this balance increased through Dividend Reinvestment Plan awards totaling 61.074 shares received on several dates in 2025 and early 2026.

Were the Saul Centers (BFS) insider transactions executed under a Rule 10b5-1 trading plan?
The filing’s Rule 10b5-1 checkbox is not marked, and no footnote describes a trading plan. This indicates the reported equity awards and derivative entries were not affirmatively characterized as occurring under a pre-arranged Rule 10b5-1 plan.

How many Performance Shares does Zachary Maxwell Friedlis hold in Saul Centers (BFS)?
Post-transaction, he directly holds 2,100 Performance Shares. These derivative equity awards are reported separately from his Common and Series D Preferred Stock positions and contribute to his longer-term, performance-linked compensation at Saul Centers, Inc.
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*
Friedlis Zachary Maxwell
(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)
Sr. VP-Director of Leasing
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 3,704.552 D
Common Stock 03/11/2026 M 600(1) A $0 4,906.093(2) D
Common Stock 03/11/2026 A 300(3) A $0 5,206.093 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
Performance Shares $0 03/11/2026 M 300 05/17/2029 05/17/2029 Common Stock 300 $0 900 D
Performance Shares $0 03/11/2026 M 300 05/09/2030 05/09/2030 Common Stock 300 $0 1,200 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 July 31, 2025 Dividend Reinvestment Plan award, October 31, 2025 award and January 31, 2026 award totaling 61.074 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.
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.

Source: View Original Filing on SEC EDGAR