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Saul Centers (NYSE: BFS) SVP logs small share grant and tax withholding

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

Rhea-AI Filing Summary

Saul Centers, Inc. senior vice president and Director of Leasing Zachary Maxwell Friedlis reported routine equity compensation activity. He received 31 shares of Common Stock at $33.00 per share in an exempt transaction as dividend equivalents on a restricted stock award that vested on May 17, 2026, and 96 shares were withheld at the same price to cover tax obligations. After these transactions, he directly holds 6,546.575 shares of Common Stock and 3,704.552 shares of Series D Preferred Stock. He also holds performance share awards tied to 1,500, 1,200, and 900 underlying Common shares with a $0.00 exercise price and expirations in 2029, 2030, and 2031, respectively.

Positive

  • None.

Negative

  • None.
Insider Friedlis Zachary Maxwell
Role Sr. VP-Director of Leasing
Type Security Shares Price Value
Tax Withholding Common Stock 96 $33.00 $3K
Grant/Award Common Stock 31 $33.00 $1K
holding Performance Shares -- -- --
holding Performance Shares -- -- --
holding Performance Shares -- -- --
holding Series D Preferred Stock -- -- --
Holdings After Transaction: Common Stock — 6,546.575 shares (Direct, null); Performance Shares — 900 shares (Direct, null); Series D Preferred Stock — 3,704.552 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Common stock grant 31 shares at $33.00 Dividend equivalents on vested restricted stock award on May 17, 2026
Tax withholding shares 96 shares at $33.00 Shares withheld to satisfy tax liability on May 17, 2026
Common stock holdings 6,546.575 shares Direct ownership after reported transactions
Series D Preferred holdings 3,704.552 shares Direct preferred stock position reported as of May 17, 2026
Performance shares 2031 1,500 underlying shares at $0.00 Performance shares expiring May 8, 2031, direct ownership
Performance shares 2030 1,200 underlying shares at $0.00 Performance shares expiring May 9, 2030, direct ownership
Performance shares 2029 900 underlying shares at $0.00 Performance shares expiring May 17, 2029, direct ownership
Performance Shares financial
"security_title": "Performance Shares""
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.
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.
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.
restricted stock award financial
"dividend equivalents on filers restricted stock award, which vested on May 17, 2026"
A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.
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*
Friedlis Zachary Maxwell

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

(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-Director of Leasing
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/17/2026
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 D Preferred Stock3,704.552D
Common Stock05/17/2026F96D$336,546.575D
Common Stock05/17/2026A31(1)A$336,577.575D
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
Performance Shares$005/17/202905/17/2029Common Stock900900D
Performance Shares$005/09/203005/09/2030Common Stock1,2001,200D
Performance Shares$005/08/203105/08/2031Common Stock1,5001,500D
Explanation of Responses:
1. Shares acquired in an exempt transaction as dividend equivalents on filers restricted stock award, which vested on May 17, 2026.
Remarks:
/s/ Carlos L. Heard, by Power of Attorney05/19/2026
** 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 insider transactions did BFS executive Zachary Maxwell Friedlis report?

He reported a small equity compensation update: 31 Common Stock shares were acquired as dividend equivalents on a vested restricted stock award, while 96 shares were withheld to cover tax liabilities, reflecting routine compensation-related activity rather than open-market trading.

How many Saul Centers (BFS) common shares does Zachary Maxwell Friedlis now hold?

Following the reported transactions, he directly holds 6,546.575 shares of Saul Centers Common Stock. This figure reflects his position after receiving dividend-equivalent shares and having a portion withheld to satisfy tax obligations on the vested restricted stock award.

What performance share awards linked to BFS common stock does the executive hold?

He holds performance shares tied to 1,500, 1,200, and 900 underlying Saul Centers Common shares, each with a $0.00 exercise price. These awards have expiration dates in 2029, 2030, and 2031, providing potential future share delivery subject to the award terms.

Did the Saul Centers (BFS) executive buy or sell shares on the open market?

The filing shows no open-market purchases or sales. Instead, it reflects an exempt grant of 31 shares as dividend equivalents and a tax-withholding disposition of 96 shares, which is a mechanical transaction to cover taxes rather than a discretionary market trade.

What preferred stock holdings does Zachary Maxwell Friedlis report in Saul Centers (BFS)?

He reports direct ownership of 3,704.552 shares of Saul Centers Series D Preferred Stock. This holding is disclosed as a position entry, without any accompanying purchase or sale transaction in the reported period, indicating a continuing preferred equity stake.