STOCK TITAN

Veris Residential (VRE) director adds 1,907.928 phantom stock units

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

Rhea-AI Filing Summary

Veris Residential, Inc. director A. Akiva Katz reported receiving additional phantom stock units tied to the company’s common stock. On 12/31/2025, he acquired 1,907.928 phantom stock units at a conversion price of $0 under the Veris Residential, Inc. Deferred Compensation Plan for Directors.

The phantom stock units convert to Veris Residential common stock on a one-for-one basis and are to be settled entirely in shares when his Board service ends or upon a change in control of the company. Following this award, Katz beneficially holds 26,893.346 derivative securities representing phantom stock units, reported as directly owned.

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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*
KATZ A. AKIVA

(Last) (First) (Middle)
C/O BOW STREET LLC
595 MADISON AVENUE, 29TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Veris Residential, Inc. [ VRE ]
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)
12/31/2025
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
Phantom Stock Units $0(1) 12/31/2025 A 1,907.928(2) (3) (3) Common Stock, $0.01 par value 1,907.928 $14.88 26,893.346 D
Explanation of Responses:
1. The phantom stock units convert to common stock on a one-for-one basis.
2. The number of phantom stock units awarded is comprised of a quarterly director's fee earned and a quarterly dividend credited on cumulative phantom stock units under the Veris Residential, Inc. Deferred Compensation Plan for Directors.
3. The phantom stock units were accrued under the Veris Residential, Inc. Deferred Compensation Plan for Directors and are to be settled 100% in Veris Residential, Inc. common stock upon the termination of the reporting person's service on the Board of Directors of Veris Residential, Inc. or upon a change in control of Veris Residential, Inc.
/s/ A. Akiva Katz 01/05/2026
** 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 Veris Residential (VRE) disclose in this Form 4?

The filing shows that director A. Akiva Katz acquired 1,907.928 phantom stock units of Veris Residential, Inc. on 12/31/2025 under the company’s Deferred Compensation Plan for Directors.

How many Veris Residential (VRE) phantom stock units does the director now hold?

After the reported transaction, A. Akiva Katz beneficially owns 26,893.346 derivative securities in the form of phantom stock units, reported as direct ownership.

What is a phantom stock unit in the Veris Residential (VRE) director plan?

Under the Veris Residential, Inc. Deferred Compensation Plan for Directors, each phantom stock unit converts into one share of common stock, with value tied to the company’s stock but settled in shares at a later date.

When will Veris Residential (VRE) phantom stock units be settled for this director?

The phantom stock units are to be settled 100% in Veris Residential common stock upon the termination of A. Akiva Katz’s service on the Board of Directors or upon a change in control of the company.

How was the number of Veris Residential (VRE) phantom stock units determined in this award?

The 1,907.928 phantom stock units awarded reflect a quarterly director’s fee earned plus a quarterly dividend credited on cumulative phantom stock units under the Veris Residential, Inc. Deferred Compensation Plan for Directors.

What is the underlying Veris Residential (VRE) security for these phantom stock units?

The phantom stock units are linked to Veris Residential, Inc. common stock, $0.01 par value, with 1,907.928 shares of common stock underlying the newly reported phantom units on a one-for-one basis.

Veris Residential Inc

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1.39B
78.82M
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101.03%
3.86%
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