Tanger Inc. (SKT) EVP logs tax share forfeiture and new LTIP unit award

Rhea-AI Filing Summary

Tanger Inc. executive Justin C. Stein reported two equity-related transactions. On February 17, 2026, 10,036 shares of common stock were forfeited at $33.82 per share to satisfy tax withholding on the vesting of 19,349 restricted shares, leaving 48,189 shares held directly. On February 13, 2026, he received an award of 10,712 Basic LTIP Units in Tanger Properties Limited Partnership at a stated price of $0.00 per unit. These units are scheduled to vest in three equal installments each February 15 following the grant and can ultimately be exchanged on a one-for-one basis for Tanger Inc. common shares if tax and vesting conditions are met.

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^*

Stein Justin C

(Last) (First) (Middle)

3200 NORTHLINE AVE., SUITE 360

(Street)

GREENSBORO NC 27408

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TANGER INC. [ SKT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Revenue Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

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	02/17/2026		F(1)		10,036	D	$33.82	48,189	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
Limited Partnership Units exchangeable for Common Stock(2)	(2)	02/13/2026		A		10,712(3)		(2)	(2)	Common Stock	10,712	$0	10,712	D

Explanation of Responses:

1. This forfeiture was undertaken solely to satisfy a tax withholding liability related to the vesting of stock held by the reporting person. On February 17, 2026, 19,349 restricted shares vested, with 10,036 shares withheld to cover tax withholding liability.

2. Reflects an award of Basic LTIP Units of Tanger Properties Limited Partnership, which, if and as they become vested, and conditioned upon the satisfaction of minimum allocations to the capital accounts of the Basic LTIP Units for federal income tax purposes, are automatically converted into non-voting Class C Common Units. Class C Common Units may be exchanged by the reporting person for Tanger Inc. common shares on a one-for-one basis. Basic LTIP Units are intended to qualify as profits interests for US federal income tax purposes.

3. These Basic LTIP Units are scheduled to vest one-third on February 15th of each year of the first three calendar years following the grant (subject to accelerated vesting in certain cases, such as death and certain involuntary terminations).

Remarks:

	/s/ Eric Richardson, attorney-in-fact for Mr. Stein	02/18/2026
	** 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 insider transactions did Tanger Inc. (SKT) executive Justin Stein report?

Justin Stein reported a tax-withholding disposition of 10,036 Tanger Inc. common shares and an award of 10,712 Basic LTIP Units. The disposition covered taxes on vested restricted shares, while the LTIP Units represent a new equity-based incentive that may convert into common shares over time.

Was the Tanger Inc. (SKT) insider transaction an open-market sale of shares?

No, the 10,036-share transaction was a forfeiture to satisfy tax withholding, not an open-market sale. It related to the vesting of 19,349 restricted shares, with shares withheld to cover tax liability rather than sold for discretionary trading or portfolio reasons.

What equity award did Justin Stein receive from Tanger Inc. (SKT)?

Justin Stein received 10,712 Basic LTIP Units of Tanger Properties Limited Partnership at a stated price of zero. These units are intended as profits interests and, after vesting and tax allocation conditions, can convert into Class C units and then Tanger Inc. common shares on a one-for-one basis.

How do Justin Stein’s Basic LTIP Units in Tanger Inc. (SKT) vest?

The Basic LTIP Units are scheduled to vest one-third on February 15 of each of the first three calendar years following the grant. Vesting can accelerate in certain cases, such as death or specified involuntary terminations, according to the disclosed vesting schedule.

How many Tanger Inc. (SKT) shares does Justin Stein hold after the tax withholding event?

After 10,036 common shares were forfeited to cover tax withholding on vested restricted shares, Justin Stein directly held 48,189 Tanger Inc. common shares. This figure reflects his direct ownership immediately following the reported tax-withholding disposition transaction.

Can Justin Stein’s LTIP Units become Tanger Inc. (SKT) common stock?

Yes, the Basic LTIP Units can ultimately become common stock through a two-step conversion. Once vested and subject to required tax allocations, they convert into non-voting Class C Common Units, which may then be exchanged one-for-one for Tanger Inc. common shares.