STOCK TITAN

Saul Centers (BFS) awards stock, performance shares to senior VP

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

Rhea-AI Filing Summary

SAUL CENTERS, INC. senior vice president John Collich reported routine equity compensation and related tax withholding. He received 1,500 restricted shares of Common Stock on May 8, 2026, which vest in five equal annual installments starting on that date, assuming continued employment. He was also granted 1,500 Performance Shares that may convert into restricted Common Stock on each of the five anniversaries of May 8, 2026, with vesting on May 8, 2031 subject to achieving Funds from Operations performance criteria. On May 9, 2026, he acquired 14 additional Common shares as dividend equivalents at $35.19 per share and had 98 shares withheld at the same price to cover tax liabilities, leaving 53,188.02 Common shares held directly. He also reports indirect Common Stock holdings through an IRA and his spouse, Series E Preferred Stock, and multiple employee stock option awards and performance share awards that remain outstanding.

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Insider Collich John
Role Sr. VP, Chief Acq. & Dev. Off.
Type Security Shares Price Value
Tax Withholding Common Stock 98 $35.19 $3K
Grant/Award Common Stock 14 $35.19 $492.66
Grant/Award Performance Shares 1,500 $0.00 --
Grant/Award Common Stock 1,500 $0.00 --
holding Employee Stock Option -- -- --
holding Employee Stock Option -- -- --
holding Employee Stock Option -- -- --
holding Employee Stock Option -- -- --
holding Employee Stock Option -- -- --
holding Employee Stock Option -- -- --
holding Employee Stock Option -- -- --
holding Performance Shares -- -- --
holding Performance Shares -- -- --
holding Series E Preferred Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 53,188.02 shares (Direct, null); Performance Shares — 1,500 shares (Direct, null); Employee Stock Option — 20,000 shares (Direct, null); Series E Preferred Stock — 872 shares (Direct, null); Common Stock — 2,928 shares (Indirect, Wife)
Footnotes (1)
  1. Balance increased by April 30, 2026 Dividend Reinvestment Plan award of 50 shares. Balance increased by April 30, 2026 Dividend Reinvestment Plan award of 39 shares. Represents restricted shares of Common Stock. Such shares vest on the first five anniversaries of May 8, 2026 in equal annual installments, assuming continued employment. Balance increased by April 30, 2026 Dividend Reinvestment Plan award of 828 shares. Shares acquired in an exempt transaction as dividend equivalents on filers restricted stock award, which vested on May 9, 2026. The options vest 25% per year over four years from the date of grant. The performance share award provides for the grant of restricted shares of Common Stock on each of the five anniversaries of May 8, 2026 in equal annual installments. The number of restricted shares of such grant that vest, if any, is (i) subject to cliff-vesting on May 8, 2031, and (2) achievement of performance criteria relating to the Companys target Funds from Operations available to common stockholders and noncontrolling interests (FFO) measured against an FFO amount included in the budget established by the Board of Directors annually prior to the start of such calendar year.
Restricted share grant 1,500 shares Common Stock, granted May 8, 2026; vesting in five equal annual installments
Performance Share grant 1,500 units Performance Shares granted May 8, 2026; cliff vesting on May 8, 2031 based on FFO targets
Dividend-equivalent acquisition 14 shares at $35.19 Common Stock acquired May 9, 2026 as dividend equivalents on restricted stock
Tax withholding shares 98 shares at $35.19 Common Stock withheld May 9, 2026 to satisfy tax liability in shares
Direct Common Stock holding 53,188.02 shares Direct Common Stock owned following the May 9, 2026 tax-withholding transaction
Employee stock option tranche 20,000 shares at $33.79 Employee Stock Option on Common Stock, expiring May 12, 2033, held directly
Highest option exercise price $59.41 Employee Stock Option exercise price on 20,000 underlying Common shares, expiring May 5, 2027
Performance Shares 2030 expiry 1,200 underlying shares Performance Shares on Common Stock with expiration date May 9, 2030
Dividend Reinvestment Plan financial
"Balance increased by April 30, 2026 Dividend Reinvestment Plan award of 50 shares."
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.
restricted shares financial
"Represents restricted shares of Common Stock. Such shares vest on the first five anniversaries of May 8, 2026"
Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.
Performance Shares financial
"The performance share award provides for the grant of restricted shares of Common Stock on each of the five anniversaries of May 8, 2026"
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.
Funds from Operations financial
"achievement of performance criteria relating to the Companys target Funds from Operations available to common stockholders"
Funds from operations (FFO) measures the cash a real estate-focused company generates from its core property operations by adjusting net income to add back non-cash expenses like building depreciation and removing one-time gains or losses from property sales. Investors use FFO like a household’s monthly take-home pay—it's a clearer view of ongoing cash available to pay dividends, maintain properties and fund growth than raw accounting profit.
dividend equivalents financial
"Shares acquired in an exempt transaction as dividend equivalents on filers restricted stock award"
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
Employee Stock Option financial
"Employee Stock Option on Common Stock with various exercise prices and expiration dates"
An employee stock option is a promise that lets a worker buy company shares later at a predetermined price, often after they stay for a certain period or meet performance goals — think of it like a coupon that locks in today's price for a future purchase. It matters to investors because options align employees’ incentives with company performance, can increase the number of shares outstanding (dilution) when exercised, and represent a compensation cost that affects reported profits and shareholder value.
SEC Form 4
FORM 4UNITED 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*
Collich John

(Last)(First)(Middle)
7501 WISCONSIN AVENUE
15TH FLOOR

(Street)
BETHESDA MARYLAND 20814

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
SAUL CENTERS, INC. [ BFS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Sr. VP, Chief Acq. & Dev. Off.
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Series E Preferred Stock872D
Common Stock2,928(1)IWife
Common Stock2,260(2)IIRA
Common Stock05/08/2026A1,500(3)A$053,286.02(4)D
Common Stock05/09/2026F98D$35.1953,188.02D
Common Stock05/09/2026A14(5)A$35.1953,202.02D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option$59.4105/05/2017(6)05/05/2027Common Stock20,00020,000D
Employee Stock Option$49.4605/11/2018(6)05/11/2028Common Stock20,00020,000D
Employee Stock Option$55.7105/03/2019(6)05/03/2029Common Stock20,00020,000D
Employee Stock Option$5004/24/2020(6)04/24/2030Common Stock20,00020,000D
Employee Stock Option$43.8905/07/2021(6)05/07/2031Common Stock20,00020,000D
Employee Stock Option$47.905/13/2022(6)05/13/2032Common Stock20,00020,000D
Employee Stock Option$33.7905/12/2023(6)05/12/2033Common Stock20,00020,000D
Performance Shares$005/17/202905/17/2029Common Stock900900D
Performance Shares$005/09/203005/09/2030Common Stock1,2001,200D
Performance Shares$005/08/2026A1,500(7)05/08/203105/08/2031Common Stock1,500$01,500D
Explanation of Responses:
1. Balance increased by April 30, 2026 Dividend Reinvestment Plan award of 50 shares.
2. Balance increased by April 30, 2026 Dividend Reinvestment Plan award of 39 shares.
3. Represents restricted shares of Common Stock. Such shares vest on the first five anniversaries of May 8, 2026 in equal annual installments, assuming continued employment.
4. Balance increased by April 30, 2026 Dividend Reinvestment Plan award of 828 shares.
5. Shares acquired in an exempt transaction as dividend equivalents on filers restricted stock award, which vested on May 9, 2026.
6. The options vest 25% per year over four years from the date of grant.
7. The performance share award provides for the grant of restricted shares of Common Stock on each of the five anniversaries of May 8, 2026 in equal annual installments. The number of restricted shares of such grant that vest, if any, is (i) subject to cliff-vesting on May 8, 2031, and (2) achievement of performance criteria relating to the Companys target Funds from Operations available to common stockholders and noncontrolling interests (FFO) measured against an FFO amount included in the budget established by the Board of Directors annually prior to the start of such calendar year.
Remarks:
/s/ Carlos L. Heard, by Power of Attorney05/12/2026
** Signature of Reporting PersonDate
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 equity awards did Saul Centers (BFS) grant to John Collich?

Saul Centers granted John Collich 1,500 restricted Common shares and 1,500 Performance Shares. The restricted shares vest over five years, while the Performance Shares can convert into stock based on long-term Funds from Operations performance targets through 2031.

How do the new restricted shares for BFS executive John Collich vest?

The 1,500 restricted Common shares vest in five equal annual installments starting May 8, 2026. Vesting requires continued employment, meaning Collich receives 300 shares each year over the five-year schedule if he remains with Saul Centers.

What performance conditions apply to John Collich’s BFS Performance Shares?

The 1,500 Performance Shares reference Saul Centers’ Funds from Operations (FFO) targets. Restricted shares may be granted on each anniversary of May 8, 2026, with all such shares cliff-vesting on May 8, 2031, only if specified FFO performance criteria are achieved.

Why were 98 shares of Saul Centers Common Stock disposed of in this Form 4?

The 98 Common shares were withheld to satisfy tax liabilities related to share vesting or dividend-equivalent awards at $35.19 per share. This tax-withholding disposition is not an open-market sale and does not represent a discretionary stock sale by the executive.

How many Saul Centers Common shares does John Collich hold directly after these transactions?

After the reported grant, dividend-equivalent acquisition, and tax-withholding disposition, John Collich holds 53,188.02 Common shares directly. This direct ownership position is in addition to indirect holdings through an IRA and his spouse and various option and performance awards.

What derivative awards remain outstanding for Saul Centers executive John Collich?

Collich holds multiple employee stock options on 20,000 Common shares each at exercise prices between $33.79 and $59.41, expiring from 2027 to 2033. He also holds Performance Shares referencing underlying Common stock that may vest based on long-term performance.