STAG Industrial (NYSE: STAG) EVP Receives Fully Vested Performance LTIP Units

Q: Who is the insider in this STAG (STAG) Form 4 filing and what is their role?

The insider is Steven T. Kimball , who serves as an Executive Vice President (EVP) of STAG Industrial, Inc. . He is not listed as a director or 10% owner in the filing.

Q: What LTIP Units were granted to STAG EVP Steven T. Kimball on January 8, 2026?

On January 8, 2026 , Steven T. Kimball was granted two LTIP Unit awards: one for 13,050 LTIP Units that vest quarterly over four years, and another for 27,178 LTIP Units that were earned based on a prior performance unit award.

Q: How were the performance-based LTIP Units for STAG EVP Steven T. Kimball determined?

The performance-based LTIP Units stem from a January 2023 performance unit award under the Equity Incentive Plan. Over a three-year performance period , he earned 154.5% of the target number of performance units. The Compensation Committee set the final LTIP Unit amount on January 8, 2026 .

Q: Are the LTIP Units granted to the STAG EVP fully vested?

The filing states that all of the LTIP Units tied to the performance unit award are fully vested as of the issuance date . Separately, the 13,050 LTIP Units granted on January 8, 2026 vest on a quarterly basis over four years .

Q: Do the STAG Industrial LTIP Units granted to the EVP have an expiration date?

The document specifies that LTIP Units do not have an expiration date , even though they have vesting schedules and potential future conversion and redemption features.

Q: What plan governs the LTIP Unit grants reported in this STAG (STAG) Form 4?

The LTIP Unit grants are made under STAG Industrial, Inc.’s 2011 Equity Incentive Plan, as amended . Both the time-vesting and performance-based LTIP Units are described as being granted pursuant to this plan.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

STAG Industrial, Inc. disclosed that Executive Vice President Steven T. Kimball received long-term incentive plan units ("LTIP Units") in the company’s operating partnership under its 2011 Equity Incentive Plan. On January 8, 2026, he was granted 13,050 LTIP Units that vest quarterly over a four-year period, and an additional 27,178 LTIP Units tied to a performance unit award granted in January 2023.

The performance-based LTIP Units reflect that he earned 154.5% of the target number of performance units over a three-year performance period, including units received in lieu of dividends on earned LTIP Units. These performance-based LTIP Units are fully vested as of the issuance date and, once they reach full parity with operating partnership units, may be redeemed for cash equal to one share of STAG Industrial common stock or, at the company’s election, for shares of common stock on a one-for-one basis.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Kimball Steven T.

Role EVP

Type	Security	Shares	Price	Value
Grant/Award	LTIP Units	13,050	$0.00	--
Grant/Award	LTIP Units	27,178	$0.00	--

Holdings After Transaction: LTIP Units — 53,076 shares (Direct)

Footnotes (1)

The long-term incentive plan units ("LTIP Units") of STAG Industrial Operating Partnership, L.P., a Delaware limited partnership (the "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 "Equity Incentive Plan"). The LTIP Units vest on a quarterly basis over a four-year period. Represents LTIP Units granted to the reporting person pursuant to the Equity Incentive Plan. 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. The LTIP Units were granted to the reporting person by the Board of Directors of the Issuer (the "Board"). The LTIP Units were earned by the reporting person based on a performance unit award made in January 2023 pursuant to the Equity Incentive Plan. The reporting person earned 154.5% of the target number of performance units over a three-year performance period (not including LTIP Units received in lieu of dividends paid on the earned LTIP Units). The Compensation Committee of the Board determined the number of LTIP Units earned on January 8, 2026. All of the LTIP Units are fully vested as of the issuance date. For more information on the terms of the performance unit award, please see the Issuer's definitive proxy statement filed with the SEC. Represents the total number of LTIP Units earned as of December 31, 2025 under the performance unit award made in January 2023 and LTIP Units received in lieu of dividends paid on the earned LTIP Units.

Form 4 Insider Transactions: What Each Field Means →

01/12/2026 - 04:56 PM

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^*

Kimball Steven T.

(Last)

(First)

(Middle)

C/O STAG INDUSTRIAL, INC.

ONE FEDERAL STREET, 23RD FLOOR

(Street)

BOSTON

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)

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
LTIP Units⁽¹⁾	⁽¹⁾⁽²⁾	01/08/2026		A		13,050		⁽¹⁾⁽²⁾	⁽²⁾	Common Stock, par value $0.01 per share	13,050	⁽¹⁾⁽²⁾	53,076	D
LTIP Units⁽³⁾	⁽²⁾⁽³⁾	01/08/2026		A		27,178⁽⁴⁾		⁽²⁾⁽³⁾	⁽²⁾	Common Stock, par value $0.01 per share	27,178	⁽²⁾⁽³⁾	80,254	D

Explanation of Responses:

1. The long-term incentive plan units ("LTIP Units") of STAG Industrial Operating Partnership, L.P., a Delaware limited partnership (the "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 "Equity Incentive Plan"). The LTIP Units vest on a quarterly basis over a four-year period.

2. Represents LTIP Units granted to the reporting person pursuant to the Equity Incentive Plan. 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.

3. The LTIP Units were granted to the reporting person by the Board of Directors of the Issuer (the "Board"). The LTIP Units were earned by the reporting person based on a performance unit award made in January 2023 pursuant to the Equity Incentive Plan. The reporting person earned 154.5% of the target number of performance units over a three-year performance period (not including LTIP Units received in lieu of dividends paid on the earned LTIP Units). The Compensation Committee of the Board determined the number of LTIP Units earned on January 8, 2026. All of the LTIP Units are fully vested as of the issuance date. For more information on the terms of the performance unit award, please see the Issuer's definitive proxy statement filed with the SEC.

4. Represents the total number of LTIP Units earned as of December 31, 2025 under the performance unit award made in January 2023 and LTIP Units received in lieu of dividends paid on the earned LTIP Units.

	/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.

Source: View Original Filing on SEC EDGAR

FAQ

Who is the insider in this STAG (STAG) Form 4 filing and what is their role?

The insider is Steven T. Kimball, who serves as an Executive Vice President (EVP) of STAG Industrial, Inc.. He is not listed as a director or 10% owner in the filing.

What LTIP Units were granted to STAG EVP Steven T. Kimball on January 8, 2026?

On January 8, 2026, Steven T. Kimball was granted two LTIP Unit awards: one for 13,050 LTIP Units that vest quarterly over four years, and another for 27,178 LTIP Units that were earned based on a prior performance unit award.

How were the performance-based LTIP Units for STAG EVP Steven T. Kimball determined?

The performance-based LTIP Units stem from a January 2023 performance unit award under the Equity Incentive Plan. Over a three-year performance period, he earned 154.5% of the target number of performance units. The Compensation Committee set the final LTIP Unit amount on January 8, 2026.

Are the LTIP Units granted to the STAG EVP fully vested?

The filing states that all of the LTIP Units tied to the performance unit award are fully vested as of the issuance date. Separately, the 13,050 LTIP Units granted on January 8, 2026 vest on a quarterly basis over four years.

What can STAG Industrial LTIP Units be converted into over time?

According to the filing, over time the LTIP Units can reach full parity with operating partnership units (OP Units). Once non-forfeitable LTIP Units reach parity, they may be converted into OP Units and then redeemed for cash equal to the market value of one STAG common share or, at the issuer’s election, one share of common stock per unit.

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

The document specifies that LTIP Units do not have an expiration date, even though they have vesting schedules and potential future conversion and redemption features.

What plan governs the LTIP Unit grants reported in this STAG (STAG) Form 4?

The LTIP Unit grants are made under STAG Industrial, Inc.’s 2011 Equity Incentive Plan, as amended. Both the time-vesting and performance-based LTIP Units are described as being granted pursuant to this plan.