STOCK TITAN

STAG Industrial (NYSE: STAG) awards LTIP Units to director Benjamin Butcher

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

Rhea-AI Filing Summary

STAG Industrial, Inc. reported an insider equity award for director Benjamin S. Butcher. On January 8, 2026, he received 3,369 LTIP Units of STAG Industrial Operating Partnership, L.P. at a price of $0.00 per unit under the company’s 2011 Equity Incentive Plan. Following this grant, he beneficially owns 590,623 derivative securities related to the issuer.

The LTIP Units vest quarterly over one year. Over time, they can reach parity with operating partnership units, which may then be redeemed for cash equal to the market value of one share of STAG common stock or, at the issuer’s election, for common shares on a one-for-one basis. The LTIP Units do not have an expiration date.

Positive

  • None.

Negative

  • None.
Insider Butcher Benjamin S
Role Director
Type Security Shares Price Value
Grant/Award LTIP Units 3,369 $0.00 --
Holdings After Transaction: LTIP Units — 590,623 shares (Direct)
Footnotes (1)
  1. The long-term incentive plan units ("LTIP Units") of STAG Industrial Operating Partnership, L.P., a Delaware limited partnership ("Operating Partnership"), of which STAG Industrial, Inc., a Maryland corporation (the "Issuer"), is the sole member of the general partner, were granted to the reporting person on January 8, 2026 pursuant to the Issuer's 2011 Equity Incentive Plan, as amended. The LTIP Units vest on a quarterly basis over a one-year period. Over time, the LTIP Units can achieve full parity with common units of limited partnership of the Operating Partnership ("OP Units") for all purposes. If such parity is reached, non-forfeitable LTIP Units may be converted into OP Units and then may be redeemed for cash equal to the then-current market value of one share of the Issuer's common stock or, at the Issuer's election, for shares of the Issuer's common stock on a one-for-one basis. LTIP Units do not have an expiration date.
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
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*
Butcher Benjamin S

(Last) (First) (Middle)
C/O STAG INDUSTRIAL, INC.
ONE FEDERAL STREET, 23RD FLOOR

(Street)
BOSTON MA 02110

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
STAG Industrial, Inc. [ STAG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/08/2026
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
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) (1)(2) 01/08/2026 A 3,369 (1)(2) (2) Common Stock, par value $0.01 per share 3,369 (1)(2) 590,623 D
Explanation of Responses:
1. The long-term incentive plan units ("LTIP Units") of STAG Industrial Operating Partnership, L.P., a Delaware limited partnership ("Operating Partnership"), of which STAG Industrial, Inc., a Maryland corporation (the "Issuer"), is the sole member of the general partner, were granted to the reporting person on January 8, 2026 pursuant to the Issuer's 2011 Equity Incentive Plan, as amended. The LTIP Units vest on a quarterly basis over a one-year period.
2. Over time, the LTIP Units can achieve full parity with common units of limited partnership of the Operating Partnership ("OP Units") for all purposes. If such parity is reached, non-forfeitable LTIP Units may be converted into OP Units and then may be redeemed for cash equal to the then-current market value of one share of the Issuer's common stock or, at the Issuer's election, for shares of the Issuer's common stock on a one-for-one basis. LTIP Units do not have an expiration date.
/s/ Jeffrey M. Sullivan, Attorney-in-Fact 01/12/2026
** Signature of Reporting Person Date
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.

FAQ

What insider transaction did STAG (STAG) disclose for Benjamin S. Butcher?

STAG Industrial, Inc. disclosed that director Benjamin S. Butcher was granted 3,369 LTIP Units on January 8, 2026 under the company’s 2011 Equity Incentive Plan.

How many STAG LTIP Units does Benjamin S. Butcher hold after this transaction?

After the reported grant, Benjamin S. Butcher beneficially owns 590,623 derivative securities related to STAG Industrial, Inc., including the newly granted LTIP Units.

Do the STAG LTIP Units granted to the director have an expiration date?

No. The filing states that the LTIP Units do not have an expiration date, meaning they remain outstanding subject to plan terms and vesting conditions.

How do STAG LTIP Units relate to STAG common stock?

Over time, LTIP Units can reach full parity with operating partnership units, which may then be redeemed for cash equal to the market value of one STAG common share or, at the issuer’s election, for one share of common stock per unit.

What is the vesting schedule for the STAG LTIP Units granted on January 8, 2026?

The filing explains that the LTIP Units vest on a quarterly basis over a one-year period, providing staged vesting across four quarters.

Was there a purchase price for the LTIP Units granted to the STAG director?

No cash purchase was involved; the LTIP Units were granted at a price of $0.00 per unit as part of STAG Industrial, Inc.’s equity incentive compensation.