Brixmor (NYSE: BRX) CEO awarded RSUs, surrenders shares for tax withholding

Rhea-AI Filing Summary

Brixmor Property Group Inc. Chief Executive Officer and President Brian T. Finnegan reported equity compensation activity dated February 4, 2026. He acquired 29,257 shares of common stock and later 2,747 shares at no cost upon vesting of previously granted restricted stock units (RSUs), which convert to common stock on a one-for-one basis.

To cover tax withholding on these vestings, 14,936 and 1,403 shares of common stock were surrendered back to the company at $27.73 per share. After these transactions, he directly held 301,110 common shares.

Finnegan was also credited with new RSU awards: 29,258 performance-based RSUs, of which 14,629 will vest on January 1, 2027 and 14,629 on January 1, 2028; 2,746 outperformance RSUs, with 1,373 vesting on each of those same dates; and 43,275 RSUs that vest ratably over three years beginning January 1, 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

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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^*

Finnegan Brian T

(Last) (First) (Middle)

C/O BRIXMOR PROPERTY GROUP INC.

100 PARK AVENUE

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Brixmor Property Group Inc. [ BRX ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See remarks

3. Date of Earliest Transaction (Month/Day/Year)
02/04/2026

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	02/04/2026		A		29,257	A	(1)	314,702	D
Common Stock	02/04/2026		F		14,936(2)	D	$27.73	299,766	D
Common Stock	02/04/2026		A		2,747	A	(1)	302,513	D
Common Stock	02/04/2026		F		1,403(2)	D	$27.73	301,110	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
Restricted Stock Units	(1)	02/04/2026		A		29,258(3)		(4)	(4)	Common Stock	29,258	$0	29,258	D
Restricted Stock Units	(1)	02/04/2026		A		2,746(5)		(6)	(6)	Common Stock	2,746	$0	2,746	D
Restricted Stock Units	(1)	02/04/2026		A		43,275(7)		(7)	(7)	Common Stock	43,275	$0	43,275	D

Explanation of Responses:

1. Restricted Stock Units ("RSUs") convert into common stock on a one-for-one basis.

2. Reflects shares of common stock surrendered to the Issuer to satisfy tax withholding obligations in connection with the vesting of RSUs.

3. Represents the portion of the number of shares determined to have been earned based upon the performance criteria that are subject to additional time-based vesting criteria. Of the number of RSUs reported, 14,629 will vest on January 1, 2027 and 14,629 will vest on January 1, 2028.

4. The date of the transaction represents the date on which the performance criteria of a previously granted performance share award were determined to have been satisfied.

5. Represents the portion of the number of shares determined to have been earned based upon the outperformance criteria that are subject to additional time-based vesting criteria. Of the number of outperformance RSUs reported, 1,373 will vest on January 1, 2027 and 1,373 will vest on January 1, 2028.

6. The date of the transaction represents the date on which the outperformance criteria of a previously granted outperformance RSU were determined to have been satisfied.

7. The RSUs vest ratably over three years beginning January 1, 2027.

Remarks:

Chief Executive Officer and President

	/s/ Steven F. Siegel, by power of attorney	02/06/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did Brian T. Finnegan report at Brixmor (BRX)?

Brian T. Finnegan reported RSU vestings that delivered common stock and related share surrenders for tax withholding. On February 4, 2026, he acquired shares at no cost from RSUs and surrendered other shares back to Brixmor to satisfy withholding obligations.

How many Brixmor (BRX) shares does Brian T. Finnegan hold after these transactions?

After the reported transactions, Brian T. Finnegan directly owned 301,110 shares of Brixmor common stock. This figure reflects RSU-related share deliveries and shares surrendered to the issuer to cover tax withholding on the vesting events disclosed in the filing.

What new RSU awards did the Brixmor CEO receive in this Form 4?

The CEO received 29,258 performance-based RSUs, 2,746 outperformance RSUs, and 43,275 additional RSUs. The performance and outperformance RSUs have specific vesting tranches, while the 43,275 RSUs vest ratably over three years starting January 1, 2027, subject to continued service.

How and when will the performance-based RSUs for Brixmor’s CEO vest?

Of the 29,258 performance-based RSUs, 14,629 are scheduled to vest on January 1, 2027 and 14,629 on January 1, 2028. The filing states these RSUs were earned after performance criteria were satisfied and are now subject to time-based vesting conditions.

What is the structure of the outperformance RSUs reported by Brixmor (BRX)?

The CEO was credited with 2,746 outperformance RSUs, tied to previously determined outperformance criteria. According to the disclosure, 1,373 of these will vest on January 1, 2027 and the remaining 1,373 on January 1, 2028, contingent on continued service.

Were any Brixmor shares sold on the market in this Form 4 filing?

The filing shows shares with transaction code “F” at $27.73 per share, described as shares surrendered to the issuer for tax withholding. This indicates the company retained those shares to cover RSU-related taxes rather than an open market sale.