Were Stephen Ferroni’s recent Burlington Stores share dispositions open-market sales?

The filing shows Ferroni’s recent share dispositions were not open-market sales. A total of 155 shares of common stock were withheld on May 1 and May 4, 2026 solely to satisfy tax withholding obligations arising from the vesting of restricted stock units.

Burlington Stores (NYSE: BURL) SVP granted 468 RSUs, 155 shares withheld for tax

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Burlington Stores, Inc. reported that SVP and Chief Accounting Officer Stephen Ferroni received a grant of 468 shares of common stock as restricted stock units on May 1, 2026. These RSUs vest one-quarter on each of the first four anniversaries of the grant date.

On May 1, 2026 and May 4, 2026, a total of 155 shares of common stock were disposed of through share withholding to cover tax obligations related to RSU vesting, not through open-market sales. After these transactions, Ferroni directly held 2,702 shares of Burlington Stores common stock.

Insider Trade Summary

5 transactions reported

Mixed 5 txns

Insider Ferroni Stephen

Role SVP, Chief Accounting Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	22	$309.27	$7K
Grant/Award	Common Stock	468	$0.00	--
Tax Withholding	Common Stock	25	$318.00	$8K
Tax Withholding	Common Stock	61	$318.00	$19K
Tax Withholding	Common Stock	47	$318.00	$15K

Holdings After Transaction: Common Stock — 2,702 shares (Direct, null)

Footnotes (1)

Restricted stock units granted on May 1, 2026, vesting one-quarter on each of the first four anniversaries of the grant date. Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of restricted stock units.

Key Figures

RSU grant: 468 shares Tax-withheld shares: 155 shares Shares after transactions: 2,702 shares +2 more

5 metrics

RSU grant 468 shares Restricted stock units granted on May 1, 2026

Tax-withheld shares 155 shares Shares withheld to satisfy tax obligations on RSU vesting

Shares after transactions 2,702 shares Direct common stock holdings following reported transactions

Withholding price May 4, 2026 $309.27 per share Price used for 22-share tax-withholding disposition

Withholding price May 1, 2026 $318.00 per share Price used for three tax-withholding dispositions

Key Terms

restricted stock units, tax withholding obligations, Grant, award, or other acquisition, Payment of exercise price or tax liability by delivering securities

4 terms

restricted stock units financial

"Restricted stock units granted on May 1, 2026, vesting one-quarter on each of the first four anniversaries"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of restricted stock units"

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

Payment of exercise price or tax liability by delivering securities financial

"transaction_code_description: Payment of exercise price or tax liability by delivering securities"

Form 4 Insider Transactions: What Each Field Means →

05/05/2026 - 04:15 PM

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

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^*

Ferroni Stephen

(Last)

(First)

(Middle)

2006 ROUTE 130 NORTH

(Street)

BURLINGTON

NEW JERSEY

08016

(City)

(State)

(Zip)

UNITED STATES

(Country)

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)
	SVP, Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock⁽¹⁾	05/01/2026		A		468	A	$0.00	2,857	D
Common Stock	05/01/2026		F⁽²⁾		25	D	$318	2,832	D
Common Stock	05/01/2026		F⁽²⁾		61	D	$318	2,771	D
Common Stock	05/01/2026		F⁽²⁾		47	D	$318	2,724	D
Common Stock	05/04/2026		F⁽²⁾		22	D	$309.27	2,702	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Restricted stock units granted on May 1, 2026, vesting one-quarter on each of the first four anniversaries of the grant date.

2. 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 Stephen Ferroni	05/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Burlington Stores (BURL) disclose about Stephen Ferroni’s new stock grant?

Burlington Stores disclosed that SVP and Chief Accounting Officer Stephen Ferroni received a grant of 468 restricted stock units on May 1, 2026. These units represent common stock and will vest in four equal annual installments on each of the first four anniversaries of the grant date.

How do Stephen Ferroni’s restricted stock units at BURL vest over time?

Ferroni’s 468 restricted stock units granted May 1, 2026 vest one-quarter on each of the first four anniversaries of the grant date. This means 25% of the award becomes unrestricted each year, aligning long-term compensation with continued service over four years.

How many Burlington Stores shares were withheld for Stephen Ferroni’s tax obligations?

The Form 4 reports that 155 shares of Burlington Stores common stock were withheld to cover Ferroni’s tax obligations related to RSU vesting. These withholdings occurred across four transactions, all coded “F” for payment of exercise price or tax liability by delivering securities.

How many Burlington Stores (BURL) shares does Stephen Ferroni hold after these transactions?

After the reported RSU grant and related tax-withholding transactions, Ferroni directly holds 2,702 shares of Burlington Stores common stock. This post-transaction balance reflects the net position after both the 468-share RSU award and the 155 shares withheld for taxes.

What transaction codes appear in Stephen Ferroni’s Burlington Stores Form 4?

Ferroni’s Form 4 shows code “A” for a 468-share grant or award of common stock and code “F” for four tax-withholding dispositions totaling 155 shares. Code F indicates payment of tax liability by delivering securities rather than open-market buying or selling.