RSU tax withholding for Burlington Stores (NYSE: BURL) HR chief officer

Rhea-AI Filing Summary

Burlington Stores, Inc. reported a routine insider equity transaction by Chief Human Resources Officer Matthew Pasch. On 01/09/2026, 527 shares of common stock were withheld at $305.35 per share to cover tax withholding obligations tied to the vesting of restricted stock units, rather than sold in an open-market trade.

After this withholding, Pasch directly held 7,943 shares of Burlington Stores common stock. This type of transaction is an administrative step associated with equity compensation and does not represent a discretionary buy or sell decision.

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^*

Pasch Matthew

(Last) (First) (Middle)

2006 ROUTE 130 NORTH

(Street)

BURLINGTON NJ 08016

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Burlington Stores, Inc. [ BURL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Human Resources Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/09/2026

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	01/09/2026		F(1)		527	D	$305.35	7,943	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 to satisfy tax withholding obligations in connection with the vesting of restricted stock units.

	/s/ Christopher Schaub, as attorney-in-fact for Matthew Pasch	01/13/2026
	** 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 transaction did Burlington Stores (BURL) report in this Form 4?

The filing reports that Chief Human Resources Officer Matthew Pasch had 527 shares of Burlington Stores common stock withheld on 01/09/2026 to satisfy tax withholding obligations related to vesting restricted stock units.

Who is the reporting person in the Burlington Stores (BURL) Form 4?

The reporting person is Matthew Pasch, who serves as Chief Human Resources Officer of Burlington Stores, Inc.

How many Burlington Stores (BURL) shares were involved and at what price?

A total of 527 shares of Burlington Stores common stock were withheld at a price of $305.35 per share, as shown in the Form 4.

Was the Burlington Stores (BURL) insider transaction an open-market sale?

No. The Form 4 explains that the 527 shares represent shares withheld to cover tax withholding obligations in connection with the vesting of restricted stock units, not an open-market sale.

How many Burlington Stores (BURL) shares does the insider own after this transaction?

Following the reported tax withholding transaction, Chief Human Resources Officer Matthew Pasch beneficially owned 7,943 shares of Burlington Stores common stock directly.

What transaction code is used in the Burlington Stores (BURL) Form 4 and what does it signify?

The transaction is coded "F", which in this context corresponds to shares withheld to satisfy tax withholding obligations related to an equity award, as clarified in the footnote.