Broadstone Net Lease (BNL) GC logs tax share moves and grant

Rhea-AI Filing Summary

Broadstone Net Lease SVP & General Counsel John Callan reported two stock transactions. He had 4,560 common shares withheld to satisfy tax obligations on vesting equity, and received a grant of 8,536 restricted shares that vest in four annual installments starting around February 28, 2027.

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

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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^*

Callan John

(Last) (First) (Middle)

207 HIGH POINT DRIVE, SUITE 300

(Street)

VICTOR NY 14564

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Broadstone Net Lease, Inc. [ BNL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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	03/02/2026		F		4,560(1)	D	$19.39	87,677(2)(3)	D
Common Stock	03/02/2026		A		8,536(4)	A	$0	96,213(3)(5)	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

Explanation of Responses:

1. Represents shares withheld by the issuer to cover tax obligations of the reporting person in connection with the vesting of shares awarded pursuant to the Company's 2020 Omnibus Equity and Incentive Plan.

2. This amount includes 55,076 shares of unvested restricted stock.

3. The reported shares are owned jointly with the reporting person's spouse, with respect to which the reporting person shares voting and investment power.

4. Reflects shares of restricted stock awarded to the Reporting Person on March 2, 2026, pursuant to the Broadstone Net Lease, Inc. 2020 Omnibus Equity and Incentive Plan. Such shares of restricted stock vest ratably on or about each of the first, second, third, and fourth anniversaries of February 28, 2026.

5. This amount includes 63,612 shares of unvested restricted stock.

Remarks:

	/s/ John D. Callan, Jr.	03/04/2026
	** 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 BNL executive John Callan report?

John Callan reported two transactions: 4,560 Broadstone Net Lease common shares were withheld to cover tax obligations, and he received a grant of 8,536 restricted shares. Both events relate to equity compensation under the company’s 2020 Omnibus Equity and Incentive Plan.

Was the BNL Form 4 transaction a stock sale or tax withholding?

The Form 4 shows a tax-withholding disposition, not an open-market sale. 4,560 shares were withheld by Broadstone Net Lease to cover John Callan’s tax obligations in connection with vesting stock awarded under the 2020 Omnibus Equity and Incentive Plan.

How many BNL restricted shares were granted to John Callan?

John Callan received 8,536 shares of restricted Broadstone Net Lease common stock. The award was granted on March 2, 2026 and vests ratably on or about each of the first four anniversaries of February 28, 2026, creating a four-year vesting schedule.

What is John Callan’s BNL shareholding after these transactions?

After the tax withholding and restricted stock grant, John Callan beneficially owns 96,213 Broadstone Net Lease shares. Footnotes state this amount includes 63,612 unvested restricted shares and that some reported shares are owned jointly with his spouse with shared voting and investment power.

How many unvested BNL restricted shares does John Callan hold?

Footnotes indicate John Callan’s holdings include substantial unvested restricted stock. One note references 55,076 unvested restricted shares, and a later note states his current total includes 63,612 unvested restricted shares, reflecting additional equity awards that remain subject to future vesting conditions.

Are any of John Callan’s BNL shares jointly owned?

Yes. The filing states that some reported Broadstone Net Lease shares are owned jointly with John Callan’s spouse. For these jointly held shares, he shares both voting and investment power, which affects how beneficial ownership is reported under SEC rules for Form 4 filings.