Veris Residential (NYSE: VRE) CFO vests stock units, withholds shares to cover taxes

Rhea-AI Filing Summary

Veris Residential, Inc. chief financial officer Amanda Lombard reported equity compensation activity involving performance-based stock units and related tax withholding. On March 16, 2026, 24,868 performance vesting restricted stock units vested and an additional 4,688 units were forfeited at the end of the three-year performance period, with the vested units converting into common stock at a $0.00 exercise price.

To cover tax liabilities on shares issued from these awards, Lombard had 11,475 shares of common stock withheld on March 16, 2026 at $18.8890 per share and 3,859 shares withheld on March 17, 2026 at $18.8750 per share, both reported as tax-withholding dispositions rather than open-market sales. Following these transactions, she holds 113,170 shares of Veris Residential common stock directly.

Insights

Insider transactions analyst

Routine equity vesting with tax withholding, no open‑market trades.

The Form 4 for Amanda Lombard, CFO of Veris Residential, Inc., shows a standard equity compensation event. A block of 24,868 performance vesting RSUs vested and converted into common shares at a $0.00 exercise price after a three-year performance period tied to total shareholder return metrics.

To satisfy tax obligations on the vested awards (and time‑vesting RSUs), the company withheld 15,334 shares in total across two days at prices of $18.8890 and $18.8750 per share. These F‑code entries are payments of tax liability using shares, not discretionary open‑market sales, which limits their informational value about the insider’s view of the stock.

After the vesting and tax withholding, Lombard directly holds 113,170 common shares. With no remaining derivative position reported in the derivativeSummary and no open‑market buying or selling, the filing reflects routine compensation mechanics rather than a change in investment stance. Future company filings may provide additional detail on new awards or subsequent transactions.

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^*

Lombard Amanda

(Last) (First) (Middle)

C/O VERIS RESIDENTIAL, INC.

HARBORSIDE 3, 210 HUDSON ST., STE. 400

(Street)

JERSEY CITY NEW JERSEY 07311

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Veris Residential, Inc. [ VRE ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF FINANCIAL OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.01 par value	03/16/2026		M		24,868	A	(1)	128,504	D
Common Stock, $0.01 par value	03/16/2026		F(2)		11,475	D	$18.889	117,029	D
Common Stock, $0.01 par value	03/17/2026		F(3)		3,859	D	$18.875	113,170	D

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
Performance Vesting Restricted Stock Units	$0(1)	03/16/2026		M			29,556	(4)	(4)	Common Stock, $0.01 par value	29,556	(1)	0	D

Explanation of Responses:

1. On March 16, 2026, the reporting person vested in 24,868 performance vesting restricted stock units (each, a "PVRSU") and forfeited 4,688 PVRSUs that did not vest at the end of the applicable three year performance period. Each PVRSU represented a contingent right to receive one share of common stock, $0.01 par value (the "Common Stock"), of Veris Residential, Inc. (the "Company').

2. Forfeiture of shares for net share settlement of taxes on shares issued upon vesting of PVRSUs.

3. Forfeiture of shares for net share settlement of taxes on shares issued upon vesting of time vesting restricted stock units.

4. Fifty percent (50%) of the PVRSUs were eligible to vest over a three year period ended March 16, 2026 based on the attainment of absolute total stockholder return ("TSR") metrics by the Company. The remaining fifty percent (50%) of the PVRSUs were eligible to vest over a three year period ended March 16, 2026 based on the Company's TSR relative to the TSR of a select group of twenty-three (23) peer REITs over the same three year performance period.

	/s/ Amanda Lombard	03/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Veris Residential (VRE) CFO Amanda Lombard report?

Amanda Lombard reported vesting of performance-based restricted stock units and related tax withholding. 24,868 units vested and converted to common shares, while the company withheld 15,334 shares to cover tax liabilities instead of using cash, with no open-market trades disclosed.

Did the Veris Residential (VRE) CFO sell shares on the open market in this Form 4?

No open-market sales were reported. The Form 4 shows F-code transactions where 15,334 shares were withheld by the company at prices around $18.88 per share solely to satisfy tax obligations on vested restricted stock units, which is treated as tax-withholding disposition, not discretionary selling.

How many Veris Residential performance vesting RSUs vested for the CFO in March 2026?

On March 16, 2026, 24,868 performance vesting restricted stock units vested for the CFO. An additional 4,688 PVRSUs did not meet the performance criteria and were forfeited at the end of the three-year performance period tied to absolute and relative total shareholder return.

How many Veris Residential (VRE) shares were withheld for taxes in the CFO’s Form 4?

A total of 15,334 shares were withheld to cover tax liabilities. This includes 11,475 shares withheld on March 16, 2026 at $18.8890 per share and 3,859 shares withheld on March 17, 2026 at $18.8750 per share, all reported as tax-withholding dispositions.

What is the Veris Residential (VRE) CFO’s shareholding after these reported transactions?

Following the March 2026 vesting and tax-withholding transactions, the CFO directly holds 113,170 shares of Veris Residential common stock. This figure is reported as the total number of common shares beneficially owned after the final transaction dated March 17, 2026 in the Form 4.

What performance conditions governed the Veris Residential CFO’s PVRSU vesting?

The PVRSUs vested over a three-year period ending March 16, 2026. Half depended on Veris Residential’s absolute total shareholder return, while the other half depended on the company’s total shareholder return relative to a group of 23 peer REITs over the same three-year performance period.