TANGER INC. SEC Filings

Tanger Properties Limited Partnership, the operating partnership of Tanger Inc., issued $250 million of 2.375% Exchangeable Senior Notes due 2031 in a private Rule 144A offering, guaranteed on a senior unsecured basis by Tanger Inc. Net proceeds were about $243 million.

The partnership used about $9 million to enter capped call transactions and about $20 million to repurchase roughly 0.6 million common shares at $33.92 per share. It intends to use remaining proceeds, together with term loan funds, to repay borrowings under unsecured credit lines and to repay its $350 million 3.125% senior notes due September 1, 2026, with any balance for general corporate purposes, including additional debt repayment.

The notes are initially exchangeable at 24.0662 common shares per $1,000 principal amount (an implied exchange price of about $41.55, a 22.5% premium to the reference share price). Tanger also entered registration rights and capped call arrangements, with the capped calls initially capped at $47.4880 per share, to help manage potential exchange-related share dilution and cash outlays.

FMR LLCAbigail P. Johnson report significant ownership in Tanger Inc. common stock as of 12/31/2025. They beneficially own 11,650,607.51 shares, representing 10.1% of the class. FMR LLC has sole voting power over 11,253,433.00 shares and sole dispositive power over 11,650,607.51 shares, with no shared voting or dispositive power. Abigail P. Johnson reports sole dispositive power over the same 11,650,607.51 shares and no voting power.

The filing states that the securities were acquired and are held in the ordinary course of business and not for the purpose, or with the effect, of changing or influencing control of Tanger Inc., nor in connection with any transaction having that purpose or effect, other than activities solely in connection with a nomination under the specified proxy rule.

Tanger Properties Limited Partnership, guaranteed by Tanger Inc., launched and priced a private offering of $220 million aggregate principal amount of 2.375% Exchangeable Senior Notes due 2031 under Rule 144A. The Operating Partnership also granted initial purchasers an option to buy up to an additional $30 million of these notes at closing.

Tanger Inc. entered into capped call transactions and plans to use approximately $8 million of net proceeds to pay their cost, and approximately $20 million to repurchase about 0.6 million common shares in privately negotiated deals. The Operating Partnership and/or the Company intend to apply a portion of the proceeds, together with term loan proceeds, to repay outstanding unsecured lines of credit and the $350 million 3.125% senior notes due September 1, 2026, with the balance for general corporate purposes, including additional debt redemption or repayment.

Tanger Inc., through Tanger Properties Limited Partnership, updated its unsecured debt facilities. The partnership entered into a Fourth Amended and Restated Term Loan Agreement that increases the maximum borrowing capacity on its unsecured term loan from $325 million to $350 million, extends the maturity from January 13, 2027 to December 11, 2030, adds a delayed draw feature, and removes a 10 basis point SOFR credit adjustment spread.

The partnership also entered into a new unsecured term loan agreement with a maximum borrowing capacity of $200 million, a delayed draw feature, and a maturity date of January 6, 2033, with interest at SOFR plus a margin initially set at 125 basis points based on the company’s credit rating. Amendments to the revolving credit and liquidity credit agreements remove the 10 basis point SOFR credit adjustment spread and align terms with the new term loan agreements, all of which are guaranteed by Tanger Inc.

Tanger Inc. director reports charitable stock gift

A Tanger Inc. director filed a Form 4 showing a charitable gift of 5,900 shares of common stock on 12/02/2025. The transaction is coded "G" for gift and is described as a transfer to a charitable donor-advised fund, which is exempt from short-swing profit rules under Rule 16b-5 of the Securities Exchange Act.

Following this gift, the director reports beneficial ownership of 96,084 Tanger Inc. shares, held directly. The filing reflects a personal philanthropic transfer rather than an open-market sale or purchase.

Tanger Inc. executive officer Michael P. Bilerman reported an automatic share withholding related to equity compensation. On December 1, 2025, 32,267 restricted shares vested, and 17,839 shares of common stock were forfeited at a price of $33.58 per share to cover his tax withholding obligations. Following this tax-related forfeiture, he directly beneficially owns 136,395 shares of Tanger Inc. common stock. The filing reflects a routine administrative transaction tied to previously granted restricted stock, rather than an open-market sale.

Tanger Inc. (SKT) director equity update: A company director reported acquiring 517.45 deferred share units of Tanger common stock on 11/14/2025 at a price of $33.82 per unit. These deferred share units are issued under Tanger Inc. and Tanger Properties Limited Partnership’s Director Deferred Share Program, and each unit is equivalent to one common share. The units become payable in common shares when the director’s board service ends. Following this transaction, the director beneficially owns 150,094.67 deferred share units, which includes 95.25 units accumulated since the prior report through a dividend reinvestment program.

Tanger Inc. (SKT) reported Q3 2025 results with total revenues of $145.2 million, up from $133.0 million a year ago. Net income was $33.3 million versus $25.9 million, and diluted EPS was $0.28 versus $0.22. Operating cash flow for the nine months reached $197.7 million, compared with $169.0 million in the prior year period.

The company expanded its open-air portfolio with two acquisitions: Pinecrest in Cleveland for $167.0 million in February and Legends Outlets in Kansas City for $130.0 million in September, which included assuming a $115.0 million, 7.57% interest-only mortgage (effective rate 6.0%) maturing in November 2027 and funding $37.2 million of restricted cash reserves. Tanger also sold its Howell, Michigan center for $17.0 million and recognized a $4.2 million impairment in Q1 tied to that sale.

At September 30, 2025, total debt was $1.61 billion and rental property, net, was $2.20 billion. The portfolio spanned about 14.0 million square feet and was 97.4% occupied. Tanger paid a Q3 common dividend of $0.2925 per share. Common shares outstanding were 115,110,004 as of October 31, 2025.

Tanger Inc. (SKT) furnished an 8-K announcing its results of operations and financial condition for the quarter ended September 30, 2025. The company attached a press release as Exhibit 99.1 and provided supplemental operating and financial information on its website.

The materials are furnished, not filed, which means they are not incorporated into Securities Act registration statements unless specifically stated. Investors can review the detailed press release and the supplemental package (pages 1–35) for the company’s quarterly updates.