CBL CFO awarded restricted stock and PSU shares

CBL & Associates Properties executive vice president and chief financial officer Benjamin W. Jaenicke reported several equity compensation changes in Common Stock on February 11, 2026.

Rhea-AI Filing Summary

CBL & Associates Properties executive vice president and chief financial officer Benjamin W. Jaenicke reported several equity compensation changes in Common Stock on February 11, 2026. Shares were withheld to cover taxes, and new restricted stock and performance-based awards were granted.

Jaenicke had 1,982 shares disposed of through a tax-withholding transaction at $36.545 per share. He then acquired 14,293 shares of restricted stock under the 2021 Equity Incentive Plan and 77,778 shares of restricted stock tied to his 2023 Performance Stock Unit Award Agreement. Following these transactions, he directly owned 142,719 shares of CBL common stock.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Jaenicke Benjamin W

Role EVP - Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	1,982	$36.545	$72K
Grant/Award	Common Stock	14,293	$0.00	$0.00
Grant/Award	Common Stock	77,778	$0.00	$0.00

Holdings After Transaction: Common Stock — 142,719 shares (Direct)

Footnotes (2)

1. F1. Grant of restricted Common Stock pursuant to the 2021 Equity Incentive Plan.
2. F2. Grant of restricted Common Stock in accordance with the Reporting Person's 2023 Performance Stock Unit Award Agreement.

FAQ

What insider transactions did CBL (CBL) CFO Benjamin Jaenicke report?

Benjamin Jaenicke reported a tax-withholding disposition of 1,982 CBL common shares at $36.545 and two equity grants. He received 14,293 restricted shares under the 2021 plan and 77,778 restricted shares under his 2023 Performance Stock Unit Award Agreement.

How many CBL (CBL) shares does the CFO own after these transactions?

After the reported transactions, EVP and CFO Benjamin Jaenicke directly owned 142,719 shares of CBL common stock. This figure reflects the tax-withholding disposition of 1,982 shares and the combined grants totaling 92,071 new restricted and performance-based shares on February 11, 2026.

What was the purpose of the 1,982-share disposition reported by CBL (CBL) CFO?

The 1,982-share disposition was a tax-withholding transaction, not an open-market sale. Shares were surrendered at $36.545 each to satisfy exercise price or tax liabilities associated with equity compensation, as indicated by transaction code F on the Form 4.

What equity awards did CBL (CBL) grant its CFO on February 11, 2026?

CBL granted Benjamin Jaenicke 14,293 shares of restricted common stock under the 2021 Equity Incentive Plan and 77,778 restricted shares under his 2023 Performance Stock Unit Award Agreement. Both awards were recorded with a $0 price, reflecting non-cash, stock-based compensation grants.

Are the CBL (CBL) CFO’s reported transactions direct or indirect holdings?

All reported holdings and transactions for Benjamin Jaenicke in this disclosure are classified as direct ownership. The Form 4 lists ownership type as “D” for each common stock line item, and no footnotes indicate trusts, LLCs, or other indirect holding entities.

What role does Benjamin Jaenicke hold at CBL (CBL) in connection with these shares?

Benjamin Jaenicke serves as executive vice president and chief financial officer of CBL & Associates Properties. The reported common stock grants and tax-withholding disposition relate to his compensation and equity incentives tied to that senior management position at the company.

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Accepted by SEC EDGAR 02/13/2026 - 01:58 PM Learn about SEC filing dates

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^*

Jaenicke Benjamin W

(Last) (First) (Middle)

C/O CBL PROPERTIES

2030 HAMILTON PLC BLVD, CBL CTR, STE 500

(Street)

CHATTANOOGA TN 37421

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CBL & ASSOCIATES PROPERTIES INC [ CBL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP - Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		F		1,982	D	$36.545	50,648	D
Common Stock	02/11/2026		A(1)		14,293	A	$0	64,941	D
Common Stock	02/11/2026		A(2)		77,778	A	$0	142,719	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. Grant of restricted Common Stock pursuant to the 2021 Equity Incentive Plan.

2. Grant of restricted Common Stock in accordance with the Reporting Person's 2023 Performance Stock Unit Award Agreement.

	/s/ Jeffery V. Curry, attorney-in-fact for Benjamin W. Jaenicke	02/13/2026
	** 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.