HIGHWOODS PROPERTIES (HIW) CEO granted stock awards, tenders shares for taxes

Rhea-AI Filing Summary

HIGHWOODS PROPERTIES, INC. reported that President and CEO Theodore J. Klinck received two stock awards of company common stock. On March 1, 2026, he acquired 137,024 shares of time- and total return-based restricted stock and 55,413 shares of time-based restricted stock, both granted by the company at no cash cost.

The time-based awards vest in equal installments over three or four years each March 1, while the total return-based award vests at the end of a performance measurement period if performance thresholds are met. In connection with vesting of an earlier restricted stock award, 34,389 shares were withheld and tendered back to the company to cover tax liabilities, leaving Klinck with 699,310 shares of common stock held directly after these transactions.

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^*

Klinck Theodore J

(Last) (First) (Middle)

150 FAYETTEVILLE STREET, SUITE 1400

(Street)

RALEIGH NC 27601

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HIGHWOODS PROPERTIES, INC. [ HIW ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026	03/01/2026	A(1)		137,024	A	$0.00	678,286	D
Common Stock	03/01/2026	03/01/2026	A(2)		55,413	A	$0.00	733,699	D
Common Stock	03/01/2026	03/01/2026	F(3)		34,389	D	$0.00	699,310	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. Consists of time-based restricted stock granted by the Company that vests ratably over four years on March 1st of each year after the grant date and total return-based restricted stock granted by the Company that vests at the end of the applicable measurement period to the extent actual performance exceeds certain levels of performance.

2. Consists of time-based restricted stock granted by the Company that vests ratably over three years on March 1st of each year after the grant date, which was granted in lieu of the reporting person receiving cash payments under the Company's annual non-equity incentive program for 2025 that would have otherwise been made on or about March 1, 2026.

3. In accordance with the terms of the initial restricted stock award and in connection with the vesting of the award, the reporting person tendered a portion of the restricted stock award to the issuer in satisfaction of tax liabilities.

Remarks:

	/s/Jeffrey D. Miller Attorney in fact for Theodore J. Klinck	03/03/2026
	** Signature of Reporting Person	Date
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FAQ

What did HIW CEO Theodore J. Klinck report on this Form 4?

The filing shows Theodore J. Klinck received two grants of HIGHWOODS PROPERTIES common stock and had shares withheld for taxes. These are equity compensation awards, not open-market purchases or sales, and adjust his direct ownership position through stock-based incentives and tax-related share tenders.

How many HIW shares were granted to the CEO in this transaction?

The CEO received grants totaling 192,437 shares of HIGHWOODS PROPERTIES common stock. These include 137,024 shares of time- and performance-based restricted stock and 55,413 shares of time-based restricted stock, all awarded at zero dollar per-share price as part of his compensation.

How do the new HIW restricted stock awards for the CEO vest?

One award consists of time-based and total return-based restricted stock, vesting over four years or at the end of a performance period. The second consists of time-based restricted stock vesting ratably over three years on March 1 each year, replacing a scheduled 2025 cash incentive payment.

Why were 34,389 HIW shares disposed of in this Form 4?

The 34,389 shares were not an open-market sale. They were tendered back to the company to satisfy tax liabilities upon vesting of a prior restricted stock award, a common tax-withholding mechanism when stock-based compensation vests instead of using separate cash payments.

What is Theodore J. Klinck’s HIW share ownership after these transactions?

After the grants and tax-withholding disposition, Theodore J. Klinck directly owns 699,310 shares of HIGHWOODS PROPERTIES common stock. This figure reflects the net impact of new restricted stock awards and the shares withheld and returned to the company to cover related tax obligations.

Were any of the HIW CEO’s transactions open-market buys or sells?

No open-market buys or sells are reported. The acquisitions are grants or awards of restricted stock at zero price, and the only disposition reflects shares withheld and tendered back to the issuer for tax liabilities associated with the vesting of an earlier restricted stock award.