Urban Edge (NYSE: UE) CEO swaps 2025 bonus for LTIP units

Rhea-AI Filing Summary

Urban Edge Properties Chairman and CEO Jeffrey S. Olson reported equity awards tied to his 2025 bonus and the company’s 2026 long-term incentive plan. He received 142,503 2025 LTIP Units under an elective program where management forgoes 2025 cash bonuses in exchange for equity plus a 20% match. These units vest ratably over three years, starting on January 27, 2027, subject to continued employment.

Olson was also granted 55,988 LTIP Units (2026 LTI Perf.) and 125,140 LTIP Units (2026 LTI Time) under the 2026 LTI Plan and the 2024 Omnibus Share Plan. The performance-based units can vest after a three-year performance period ending January 26, 2029, with additional vesting on January 27, 2030 and January 27, 2031, based on total shareholder return and continued employment. The time-based units vest over four years starting on January 27, 2027. Each LTIP Unit can ultimately be converted into one common share after certain tax and vesting conditions, and the conversion rights do not expire.

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^*

Olson Jeffrey S

(Last) (First) (Middle)

C/O URBAN EDGE PROPERTIES

12 EAST 49TH STREET, 44TH FLOOR

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Urban Edge Properties [ UE ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman of the Board & CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/27/2026

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
2025 LTIP Units(1)	(2)	01/27/2026		A		142,503		(1)	(2)	Common Shares	142,503	$0.0000	142,503	D
LTIP Units (2026 LTI Perf.)(3)	(2)	01/27/2026		A		55,988		(4)	(2)	Common Shares	55,988	$0.0000	55,988	D
LTIP Units (2026 LTI Time)(3)	(2)	01/27/2026		A		125,140		(5)	(2)	Common Shares	125,140	$0.0000	125,140	D

Explanation of Responses:

1. Represents LTIP Units in Urban Edge Properties LP granted pursuant to an elective program under which members of management elected to forgo 2025 cash bonuses and receive equity with a grant date fair value equal to the cash forgone plus a 20% match by the Issuer. The LTIPs shown represent both the forgone bonus plus the match, all of which vest ratably over three years, subject to continued employment through each vesting date, with the initial vesting occurring on January 27, 2027.

2. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes and vesting, each LTIP Unit may be converted, at the election of the holder, into a Common Unit. Each Common Unit acquired upon conversion of an LTIP Unit may be converted into one Common Share of Urban Edge Properties (the "Issuer"). LTIP Units are generally not convertible without the consent of the Issuer until two years from the date of the grant. The right to convert LTIP Units into Common Units and to convert Common Units into Common Shares do not have expiration dates.

3. Represents LTIP Units in Urban Edge Properties LP granted pursuant to the Urban Edge Properties 2026 long-term incentive plan (the "2026 LTI Plan") under the Urban Edge Properties 2024 Omnibus Share Plan. The 2026 LTI Plan is comprised of LTIP Units that vest solely based on time, which we refer to as "2026 LTI Time" in Table II and those that vest and are earned subject to both time and performanced hurdles, which we refer to as "2026 LTI Perf." in Table II.

4. The LTIP Units are scheduled to vest as follows: 50% as soon as practicable following the determination of the units earned upon completion of the three year performance measurement period ending January 26, 2029 (the "Measurement Period") and 25% on each of January 27, 2030 and January 27, 2031, subject to continued employment through such dates and the achievement of certain performance based criteria based on the Issuer's total return to shareholders during the Measurement Period. The number of LTIP Units reported represents the maximum number of LTIP Units that may be earned based on the Issuer's total return to shareholders during the Measurement Period. Excludes 167,940 LTIP units granted under the 2026 LTI Plan the earning of which is subject to conditions that are not tied solely to the market price of an equity security of the Issuer.

5. The LTIP Units vest ratably over four years, subject to continued employment through each vesting date, with the initial vesting occurring on January 27, 2027.

	/s/ Heather Ohlberg under POA	01/29/2026
	** Signature of Reporting Person	Date
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FAQ

What did UE CEO Jeffrey S. Olson report on this Form 4?

Jeffrey S. Olson reported grants of 2025 LTIP Units and 2026 LTI Plan LTIP Units in Urban Edge Properties LP. The awards include 142,503 2025 LTIP Units, 55,988 2026 LTI Perf. units, and 125,140 2026 LTI Time units, all subject to multi-year vesting.

How are the 2025 LTIP Units for Urban Edge (UE) CEO structured?

The 142,503 2025 LTIP Units reflect an elective program where management forgoes 2025 cash bonuses for equity, plus a 20% issuer match. These LTIP Units vest ratably over three years, with initial vesting on January 27, 2027, contingent on continued employment.

What are the 2026 LTI Perf. and 2026 LTI Time units reported for UE?

The filing shows 55,988 LTIP Units (2026 LTI Perf.) and 125,140 LTIP Units (2026 LTI Time) under the 2026 LTI Plan. Performance units depend on time and performance hurdles, while time units vest solely based on service, both under the 2024 Omnibus Share Plan.

When do Jeffrey Olson’s 2026 LTI Perf. LTIP Units vest at Urban Edge?

The 2026 LTI Perf. LTIP Units are scheduled to vest 50% after a three-year performance period ending January 26, 2029, then 25% on January 27, 2030 and 25% on January 27, 2031, subject to continued employment and total shareholder return criteria.

What is the vesting schedule for the 2026 LTI Time LTIP Units at UE?

The 2026 LTI Time LTIP Units vest ratably over four years, subject to continued employment through each vesting date. Initial vesting occurs on January 27, 2027, providing a multi-year, time-based retention structure for the CEO’s equity compensation.

Can Urban Edge (UE) LTIP Units reported here be converted into common shares?

Each LTIP Unit may be converted into a Common Unit after certain tax allocations and vesting, then into one Common Share of Urban Edge Properties. LTIP Units are generally not convertible without issuer consent for two years, and these conversion rights have no expiration dates.