Curbline (CURB) CEO Lukes disposes shares, reports LTIP-based incentive pay

Rhea-AI Filing Summary

Curbline Properties Corp. director and President & CEO David R. Lukes reported a Form 4 showing a tax-withholding disposition of 11,537 shares of common stock at $27.25 per share, leaving him with 833,825 common shares held directly.

He also reported direct holdings of LTIP Units in Curbline Properties LP, with 30,594 and 91,779 LTIP Units shown as outstanding after the reported transactions. According to the footnotes, each LTIP Unit can convert into a Common Unit, which may be redeemed for one share of common stock or cash at the issuer’s election.

The LTIP Units include an annual grant made under Mr. Lukes’ employment agreement and additional LTIP Units received in lieu of his 2025 annual incentive compensation payout. These LTIP Units vest in equal installments over three years, generally conditioned on his continued employment with the company.

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^*

Lukes David R

(Last) (First) (Middle)

320 PARK AVENUE

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Curbline Properties Corp. [ CURB ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/22/2026

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	02/22/2026		F		11,537	D	$27.25	833,825	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
LTIP Units	(1)							(2)	(1)	Common Stock	30,594		30,594	D
LTIP Units	(1)							(3)	(1)	Common Stock	91,779		91,779	D

Explanation of Responses:

1. Reflects a class of limited partnership units in Curbline Properties LP ("LTIP Units"). Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes and vesting, each LTIP Unit may be converted into a common unit in Curbline Properties LP (a "Common Unit"). Each Common Unit acquired upon conversion of an LTIP Unit may be redeemed for one share of Issuer common stock or cash, at the election of the Issuer. The right to convert LTIP Units into Common Units and to redeem Common Units for cash or shares of Issuer common stock do not have expiration dates.

2. Annual grant of LTIP Units made in accordance with the terms of Mr. Lukes' Assigned Employment Agreement dated as of September 1, 2024, as amended by the First Amendment thereto dated as of November 13, 2024 (the "Employment Agreement"). These LTIP Units vest ratably on the first three anniversaries of the grant date, subject generally to Mr. Lukes' continued employment with the Issuer.

3. In accordance with the terms of the Employment Agreement, Mr. Lukes elected to receive his 2025 annual incentive compensation payout entirely in the form of LTIP Units. These LTIP Units vest ratably on the first three anniversaries of the grant date, subject generally to Mr. Lukes' continued employment with the Issuer

	/s/ Jennifer Daubenspeck, Attorney-In-Fact	02/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did CURB CEO David R. Lukes report in this Form 4?

David R. Lukes reported a tax-withholding disposition of 11,537 shares of Curbline Properties common stock at $27.25 per share. After this transaction, he directly held 833,825 common shares, along with multiple classes of LTIP Units tied to his compensation and incentive arrangements.

Was the CURB insider transaction an open-market sale or tax withholding?

The transaction was a tax-withholding disposition, not an open-market sale. It is classified as code F, described as payment of an exercise price or tax liability by delivering securities, which is a common mechanism to satisfy tax obligations on equity compensation.

How many CURB common shares does David R. Lukes hold after the transaction?

Following the reported tax-withholding disposition, David R. Lukes directly holds 833,825 shares of Curbline Properties common stock. This figure reflects his post-transaction ownership as disclosed, separate from his additional holdings of LTIP Units in Curbline Properties LP.

What are CURB LTIP Units and how can they convert into common stock?

LTIP Units are limited partnership units in Curbline Properties LP that can convert into Common Units after tax allocations and vesting conditions. Each Common Unit may then be redeemed, at the issuer’s election, for cash or one share of Curbline Properties common stock, with no stated expiration dates.

How do David R. Lukes’ LTIP Units under CURB’s employment agreement vest?

LTIP Units granted under David R. Lukes’ employment agreement vest in three equal annual installments. Vesting generally depends on his continued employment with Curbline Properties, aligning long-term incentive compensation with ongoing service and performance over a multi-year period.

How was CURB’s 2025 annual incentive compensation paid to David R. Lukes?

Under his employment agreement, David R. Lukes elected to receive his 2025 annual incentive compensation entirely in the form of LTIP Units. These incentive-related LTIP Units also vest ratably over three years, contingent on his continued employment with Curbline Properties.