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Filing Details

Accession Number:: 0000907254-19-000052
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-06-03 16:15:51
Reporting Period:: 2019-05-31

Accepted Time:: 2019-06-03 16:15:51
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
907254	Saul Centers Inc	BFS	Real Estate Investment Trusts (6798)	521833074

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1027551	Ii Francis B Saul	7501 Wisconsin Avenue 15Th Floor Bethesda MD 20814	Chief Executive Officer	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Shares	Acquisiton	2019-05-31	750	$53.77	38,328	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Shares	7,621	Indirect	See footnote
Common Shares	8,321	Indirect	See footnote
Common Shares	4,072	Indirect	See footnote
Common Shares	4,607	Indirect	401K
Common Shares	101,507	Indirect	401K
Common Shares	35,062	Indirect	See footnote
Common Shares	403,726	Indirect	See footnote
Common Shares	362,027	Indirect	See footnote
Common Shares	533,756	Indirect	See footnote
Common Shares	2,774	Indirect	See footnote
Common Shares	146,218	Indirect	See footnote
Common Shares	7,886,256	Indirect	See footnote
Common Shares	109,718	Indirect	See footnote
Common Shares	314,227	Indirect	See footnote

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Phantom Stock	$52.97			32,354	32,354	Direct
Common Stock	Units	$53.76			7,859,763	7,859,763	Indirect
Common Stock	Stock Option	$51.07	2015-05-08	2025-05-08	2,500	2,500	Direct
Common Stock	Stock Option	$57.74	2016-05-06	2026-05-06	2,500	2,500	Direct
Common Stock	Stock Option	$59.41	2017-05-05	2027-05-05	2,500	2,500	Direct
Common Stock	Stock Option	$49.46	2018-05-11	2028-05-11	2,500	2,500	Direct
Common Stock	Stock Option	$55.71	2019-05-03	2029-05-03	2,500	2,500	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	32,354	32,354	Direct
	7,859,763	7,859,763	Indirect
2025-05-08	2,500	2,500	Direct
2026-05-06	2,500	2,500	Direct
2027-05-05	2,500	2,500	Direct
2028-05-11	2,500	2,500	Direct
2029-05-03	2,500	2,500	Direct

Footnotes

Owned by the Elizabeth Willoughby Saul Trust, of which the reporting person is sole beneficiary. Ms. Saul is the daughter of the reporting person. The reporting person disclaims beneficial ownership of these shares.
Owned by the Patricia English Saul Trust, of which the reporting person is sole beneficiary. Ms. Saul is the daughter of the reporting person. The reporting person disclaims beneficial ownership of these shares.
Owned by The Sharon Elizabeth Saul Trust, of which the reporting person is sole beneficiary. Ms. Saul is the daughter of the reporting person. The reporting person disclaims beneficial ownership of these shares.
Effective April 1, 2009, shares formerly held by the B.F. Saul Company Employees' Profit Sharing Reinvestment Trust were distributed to the individual 401(k) plan accounts of participants. The number of shares reported represents Patricia E. Saul's beneficial ownership interest in the Saul Centers stock fund of the 401(k) plan.
Effective April 1, 2009, shares formerly held by the B.F. Saul Company Employees' Profit Sharing Reinvestment Trust were distributed to the individual 401(k) plan accounts of participants. The number of shares reported represents the reporting person's beneficial ownership interest in the Saul Centers stock fund of the 401(k) plan.
Owned by Van Ness Square Corporation, of which the reporting person is Chairman of the Board and Chief Executive Officer.
Owned by Westminster Investing L.L.C., of which the reporting person is Chairman of the Board and Chief Executive Officer.
Owned by B.F. Saul Property Company, which is a wholly-owned subsidiary of B.F. Saul Company, of which the reporting person is Chairman of the Board and Chief Executive Officer.
Owned by Dearborn, L.L.C., the sole member of which is B.F. Saul Real Estate Investment Trust, of which the reporting person is Chairman of the Board and the majority owner.
Owned by Avenel Executive Park, PH II L.L.C., the sole member of which is B.F. Saul Real Estate Investment Trust, of which the reporting person is Chairman of the Board and the majority owner.
Owned by Saul Holdings Limited Partnership Unit Acquisition Corporation, the sole member of which is B.F. Saul Real Estate Investment Trust, of which the reporting person is Chairman of the Board and the majority owner.
Owned by B.F. Saul Real Estate Investment Trust, of which the reporting person is Chairman of the Board and the majority owner.
Owned by Patricia E. Saul, the reporting person's spouse.
Owned by B.F. Saul Company, of which the reporting person is Chairman of the Board and Chief Executive Officer.
1 for 1
The conversion of phantom stock into shares of the issuer's common stock is governed pursuant to terms of the issuer's Deferred Compensation Plan under its 2004 Stock Plan, as amended, and the reporting person's Deferred Fee Agreement.
Represents units of limited partnership interest of Saul Holdings Limited Partnership, of which the issuer is the general partner. Units are redeemable for an equal number of shares of the issuer's common stock. Subject to the restrictions on exercise discussed in the following sentence, units are exercisable at any time and have no expiration date. Units are only exercisable to the extent that such exercise would not cause the reporting person and certain affiliates to beneficially own collectively greater than 39.9% of the issuer's outstanding capital stock, as calculated pursuant to the issuer's Articles of Incorporation. As of May 31, 2019, 7,089,763 units are not convertible.