STOCK TITAN

Tanger (NYSE: SKT) executive earns 74,504 TSR-based shares, with tax withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Tanger Inc. executive Michael J. Bilerman exercised 74,504 notional units into an equal number of restricted common shares, all earned under a three-year total shareholder return (TSR) performance award. The award measured TSR, including dividends, and relative TSR versus a peer group from March 14, 2023 through March 13, 2026, and was earned at 100% of both the absolute and relative portions.

According to the terms, 50% of these restricted shares vested on March 20, 2026 and the remaining 50% are scheduled to vest on March 15, 2027, contingent on continued employment. On March 20, 2026, 37,252 restricted shares vested and 20,601 shares were withheld at $35.48 per share to cover tax obligations, leaving Bilerman with 176,432 common shares held directly after these transactions.

Positive

  • None.

Negative

  • None.
Insider Bilerman Michael J
Role See Remarks
Type Security Shares Price Value
Exercise Notional Units 74,504 $0.00 --
Exercise Common Stock 74,504 $0.00 --
Tax Withholding Common Stock 20,601 $35.48 $731K
Holdings After Transaction: Notional Units — 0 shares (Direct); Common Stock — 197,033 shares (Direct)
Footnotes (1)
  1. Represents restricted common shares received from the conversion of notional units. Based on the share price targets achieved, each notional unit was converted into one restricted common share. 50% of the shares vested on March 20, 2026 and the remaining 50% will vest on March 15, 2027, contingent upon continued employment with the Tanger Inc. (the "Company") through the vesting dates. This forfeiture was undertaken solely to satisfy a tax withholding liability related to the vesting of shares held by the reporting person. On March 20, 2026, 37,252 restricted shares vested, with 20,601 shares withheld to cover tax withholding liability. 100% of the absolute and relative portions were actually earned. Represents notional units, each of which converted into an equivalent number of restricted common shares based on the Company's share price appreciation inclusive of all dividends (TSR), and its TSR relative to its peer group, over the three-year measurement period from March 14, 2023 through March 13, 2026. With respect to 33.30% of the performance shares, 20% of this portion of the award will be earned if the Company's aggregate TSR equals 26.0% over the 3-year measurement period, 60% of this portion of the award will be earned if the Company's aggregate TSR equals 33.1%, and 100% of this portion of the award will be earned if the Company's aggregate TSR equals or exceeds 40.5%. With respect to the other 66.70% of the performance shares, 20% of this portion of the award will be earned if the Company's TSR is in the 30th percentile of its peer group over the 3-year measurement period, 60% of this portion of the award will be earned if the Company's TSR is in the 55th percentile of its peer group during this period, and 100% of this portion of the award will be earned if the Company's TSR is in the 80th percentile of its peer group or greater during this period. The performance shares will convert on a pro-rata basis by linear interpolation between share price appreciation thresholds.
SEC Form 4
FORM 4UNITED 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*
Bilerman Michael J

(Last)(First)(Middle)
3200 NORTHLINE AVENUE, SUITE 360

(Street)
GREENSBORO NORTH CAROLINA 27408

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
TANGER INC. [ SKT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock03/20/2026M74,504(1)A$0197,033D
Common Stock03/20/2026F(2)20,601D$35.48176,432D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Notional Units(3)(4)(5)(3)(4)(5)03/20/2026M74,504 (4) (3)(4)(5)Common Stock74,504(3)(4)(5)$0(3)(4)(5)0D
Explanation of Responses:
1. Represents restricted common shares received from the conversion of notional units. Based on the share price targets achieved, each notional unit was converted into one restricted common share. 50% of the shares vested on March 20, 2026 and the remaining 50% will vest on March 15, 2027, contingent upon continued employment with the Tanger Inc. (the "Company") through the vesting dates.
2. This forfeiture was undertaken solely to satisfy a tax withholding liability related to the vesting of shares held by the reporting person. On March 20, 2026, 37,252 restricted shares vested, with 20,601 shares withheld to cover tax withholding liability.
3. 100% of the absolute and relative portions were actually earned.
4. Represents notional units, each of which converted into an equivalent number of restricted common shares based on the Company's share price appreciation inclusive of all dividends (TSR), and its TSR relative to its peer group, over the three-year measurement period from March 14, 2023 through March 13, 2026.
5. With respect to 33.30% of the performance shares, 20% of this portion of the award will be earned if the Company's aggregate TSR equals 26.0% over the 3-year measurement period, 60% of this portion of the award will be earned if the Company's aggregate TSR equals 33.1%, and 100% of this portion of the award will be earned if the Company's aggregate TSR equals or exceeds 40.5%. With respect to the other 66.70% of the performance shares, 20% of this portion of the award will be earned if the Company's TSR is in the 30th percentile of its peer group over the 3-year measurement period, 60% of this portion of the award will be earned if the Company's TSR is in the 55th percentile of its peer group during this period, and 100% of this portion of the award will be earned if the Company's TSR is in the 80th percentile of its peer group or greater during this period. The performance shares will convert on a pro-rata basis by linear interpolation between share price appreciation thresholds.
Remarks:
Title - Executive Vice President, Chief Financial Officer and Chief Investment Officer
/s/ Eric Richardson, attorney-in-fact for Mr. Bilerman03/23/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Tanger (SKT) report for Michael J. Bilerman?

Michael J. Bilerman converted 74,504 notional units into restricted common shares of Tanger Inc. The award was fully earned based on three-year total shareholder return metrics, with shares vesting over 2026 and 2027 and a portion withheld to cover tax liabilities.

How many Tanger (SKT) shares did Michael J. Bilerman receive from the performance award?

Bilerman received 74,504 restricted common shares upon conversion of notional units. These shares stem from a three-year total shareholder return performance award that was earned at 100% of both absolute and relative portions based on specified share price and peer-relative thresholds.

What portion of Michael J. Bilerman’s Tanger (SKT) award vested on March 20, 2026?

On March 20, 2026, 50% of the restricted shares from the award vested, totaling 37,252 shares. The remaining 50% are scheduled to vest on March 15, 2027, contingent on Bilerman’s continued employment with Tanger Inc. through that future vesting date.

Why were 20,601 Tanger (SKT) shares withheld from Michael J. Bilerman?

Tanger withheld 20,601 shares from Bilerman solely to satisfy tax withholding obligations related to the March 20, 2026 vesting. These shares, valued at $35.48 each, were not an open-market sale but a tax-withholding disposition tied directly to the restricted share vesting.

How many Tanger (SKT) shares does Michael J. Bilerman hold after these transactions?

Following the March 20, 2026 transactions, Bilerman directly holds 176,432 shares of Tanger Inc. common stock. This figure reflects the newly vested and converted shares, net of the 20,601 shares withheld by the company to cover associated tax withholding liabilities on the vesting.

What performance conditions governed Michael J. Bilerman’s Tanger (SKT) notional units?

The notional units converted into restricted shares based on Tanger’s total shareholder return (TSR), including dividends, and its TSR versus a peer group. Over the March 14, 2023 to March 13, 2026 period, both absolute and relative portions were earned at 100% under predefined TSR thresholds.