Veris Residential (NYSE: VRE) EVP vests RSUs and withholds shares for taxes

Rhea-AI Filing Summary

Veris Residential, Inc. executive Taryn D. Fielder reported equity compensation activity rather than open‑market trading. On March 16, 2026, 28,693 performance vesting restricted stock units vested and converted into an equal number of common shares, while 5,409 units were forfeited at the end of the three‑year performance period. To cover tax obligations on shares issued from both performance and time‑vesting restricted stock units, 11,570 and 3,934 common shares were withheld on March 16 and March 17, respectively, at prices around $18.88 per share. After these transactions, Fielder directly held 138,330 shares of Veris Residential common stock.

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^*

Fielder Taryn D.

(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)
	EVP, GENERAL COUNSEL & SEC.

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		28,693	A	(1)	153,834	D
Common Stock, $0.01 par value	03/16/2026		F(2)		11,570	D	$18.889	142,264	D
Common Stock, $0.01 par value	03/17/2026		F(3)		3,934	D	$18.875	138,330	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			34,102	(4)	(4)	Common Stock, $0.01 par value	34,102	(1)	0	D

Explanation of Responses:

1. On March 16, 2026, the reporting person vested in 28,693 performance vesting restricted stock units (each, a "PVRSU") and forfeited 5,409 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/ Taryn Fielder	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) EVP Taryn Fielder report?

Taryn Fielder reported equity compensation activity, not open-market trades. Performance and time-vesting restricted stock units vested into common shares, and a portion of those shares was withheld to settle tax obligations, as is typical in stock-based compensation programs.

How many Veris Residential shares vested for Taryn Fielder in the latest Form 4?

28,693 performance vesting restricted stock units vested into an equal number of Veris Residential common shares. These units were tied to a three-year performance period based on absolute and relative total shareholder return metrics against a defined peer group of real estate investment trusts.

How many Veris Residential restricted stock units were forfeited by Taryn Fielder?

Fielder forfeited 5,409 performance vesting restricted stock units that did not meet vesting conditions at the end of the three-year performance period. These forfeited units represent awards that failed to satisfy the specified total shareholder return performance metrics over that timeframe.

How many Veris Residential shares were withheld for Taryn Fielder’s taxes?

A total of 15,504 Veris Residential common shares were withheld to cover tax obligations: 11,570 shares on March 16, 2026, and 3,934 shares on March 17, 2026. These tax-withholding dispositions used share value instead of cash to satisfy related tax liabilities.

How many Veris Residential shares does Taryn Fielder own after these transactions?

Following the reported vesting and tax-withholding transactions, Taryn Fielder directly holds 138,330 shares of Veris Residential common stock. This post-transaction balance reflects both the new shares received from vesting and the shares surrendered to satisfy associated tax obligations.

Were Taryn Fielder’s Veris Residential transactions open-market buys or sells?

The reported activity consists of restricted stock unit vesting and share forfeitures for tax settlement, not open-market purchases or sales. Code M reflects derivative exercises or conversions, while code F indicates shares withheld to pay taxes on the vested stock-based compensation awards.