Filing Details
- Accession Number:
- 0000907254-25-000075
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2025-05-15 17:28:59
- Reporting Period:
- 2025-05-13
- Filing Date:
- 2025-05-15
- Accepted Time:
- 2025-05-15 17:28:59
- 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 | Chairman & Ceo | Yes | Yes | Yes | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Stock | Acquisiton | 2025-05-13 | 7,179 | $33.59 | 214,576 | No | 4 | P | Direct | |
Common Stock | Acquisiton | 2025-05-14 | 2,821 | $33.22 | 217,397 | No | 4 | P | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | P | Direct | |
No | 4 | P | Direct |
Reported Non-Derivative Holdings
Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
---|---|---|---|
Common Stock | 35,062 | Indirect | See footnote |
Common Stock | 403,726 | Indirect | See footnote |
Common Stock | 533,756 | Indirect | See footnote |
Common Stock | 2,774 | Indirect | See footnote |
Common Stock | 146,218 | Indirect | See footnote |
Common Stock | 399,896 | Indirect | See footnote |
Common Stock | 357,901 | Indirect | See footnote |
Common Stock | 8,440,475 | Indirect | See footnote |
Common Stock | 6,625 | Indirect | 401K |
Common Stock | 145,983 | Indirect | 401K |
Common Stock | 169,426 | Indirect | See footnote |
Reported Derivative Holdings
Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
---|---|---|---|---|---|---|---|
Common Stock | Director Stock Option | $57.74 | 2016-05-06 | 2026-05-06 | 2,500 | 2,500 | Direct |
Common Stock | Director Stock Option | $59.41 | 2017-05-05 | 2027-05-05 | 2,500 | 2,500 | Direct |
Common Stock | Director Stock Option | $49.46 | 2018-05-11 | 2028-05-11 | 2,500 | 2,500 | Direct |
Common Stock | Director Stock Option | $55.71 | 2019-05-03 | 2029-05-03 | 2,500 | 2,500 | Direct |
Common Stock | Director Stock Option | $50.00 | 2020-04-24 | 2030-04-24 | 2,500 | 2,500 | Direct |
Common Stock | Director Stock Option | $43.89 | 2021-05-07 | 2031-05-07 | 2,500 | 2,500 | Direct |
Common Stock | Director Stock Option | $47.90 | 2022-05-13 | 2032-05-13 | 2,500 | 2,500 | Direct |
Common Shares | Director Stock Option | $33.79 | 2023-05-12 | 2033-05-12 | 2,500 | 2,500 | Direct |
Common Stock | Units | $0.00 | 10,236,929 | 10,236,929 | Direct | ||
Common Stock | Phantom Stock | $0.00 | 49,762 | 49,762 | Direct | ||
Common Stock | Performance Shares | $0.00 | 2029-05-17 | 2029-05-17 | 16,000 | 16,000 | Direct |
Common Stock | Performance Shares | $0.00 | 2030-05-09 | 2030-05-09 | 20,000 | 20,000 | Direct |
Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
---|---|---|---|
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 |
2030-04-24 | 2,500 | 2,500 | Direct |
2031-05-07 | 2,500 | 2,500 | Direct |
2032-05-13 | 2,500 | 2,500 | Direct |
2033-05-12 | 2,500 | 2,500 | Direct |
10,236,929 | 10,236,929 | Direct | |
49,762 | 49,762 | Direct | |
2029-05-17 | 16,000 | 16,000 | Direct |
2030-05-09 | 20,000 | 20,000 | Direct |
Footnotes
- These securities are held directly by Van Ness Square Corporation ("Van Ness"). B. Francis Saul II is the Chairman of the Board and the Chief Executive Officer of Van Ness and, as such, he may be deemed to beneficially own the securities held by Van Ness.
- These securities are held directly by Westminster Investing L.L.C. ("Westminster"). B. Francis Saul II is the Chairman of the Board and the Chief Executive Officer of Westminster and, as such, he may be deemed to beneficially own the securities held by Westminster.
- These securities are held directly by Dearborn, L.L.C. ("Dearborn"). B. F. Saul Real Estate Investment Trust ("Saul Trust") is the sole member of Dearborn and, as such, it may be deemed to beneficially own the securities held by Dearborn. Saul Company is the controlling equity holder of Saul Trust and, as such, it may be deemed to beneficially own the securities held by Saul Trust. B. Francis Saul II is the Chairman of the Board and the Chief Executive Officer of Saul Company and, as such, he may be deemed to beneficially own the securities held by Saul Company.
- These securities are held directly by Avenel Executive Park Phase II, L.L.C. ("Avenel"). Saul Trust is the sole member of Avenel and, as such, it may be deemed to beneficially own the securities held by Avenel. Saul Company is the controlling equity holder of Saul Trust and, as such, it may be deemed to beneficially own the securities held by Saul Trust. B. Francis Saul II is the Chairman of the Board and the Chief Executive Officer of Saul Company and, as such, he may be deemed to beneficially own the securities held by Saul Company.
- These securities are held directly by SHLP Unit Acquisition Corp. ("SHLP"). Saul Trust is the sole shareholder of SHLP and, as such, it may be deemed to beneficially own the securities held by SHLP. Saul Company is the controlling equity holder of Saul Trust and, as such, it may be deemed to beneficially own the securities held by Saul Trust. B. Francis Saul II is the Chairman of the Board and the Chief Executive Officer of Saul Company and, as such, he may be deemed to beneficially own the securities held by Saul Company.
- These securities are held directly by B.F. Saul Property Company ("Saul Property"). B.F. Saul Company ("Saul Company") is the sole equity holder of Saul Property and, as such, it may be deemed to beneficially own the securities held by Saul Property. B. Francis Saul II is the Chairman of the Board and the Chief Executive Officer of Saul Company and, as such, he may be deemed to beneficially own the securities held by Saul Company.
- These securities are held directly by the B.F. Saul Company. B. Francis Saul II is the Chairman of the Board and the Chief Executive Officer of the B.F. Saul Company and, as such, he may be deemed to beneficially own the securities held by the B.F. Saul Company.
- These securities are held directly by the Saul Trust. B. Francis Saul II is the Chairman of the Board and the majority equityholder and, as such, he may be deemed to beneficially own the securities held by the Saul Trust.
- These securities are held directly by a 401(k) plan of which Patricia E. Saul is a beneficiary. B. Francis Saul II is the spouse of Patricia E. Saul and, as such, he may be deemed to beneficially own the securities held by Patricia E. Saul.
- These securities are held directly by a 401(k) plan of which B. Francis Saul II is a beneficiary.
- These securities are held directly by Patricia E. Saul. B. Francis Saul II is the spouse of Patricia E. Saul and, as such, he may be deemed to beneficially ownthe securities held by Patricia E. Saul.
- Represents units of limited partnership interest in Saul Holdings Limited Partnership ("SHLP"), of which the Issuer is the general partner. In general, the units are convertible into shares of the Issuer's common stock on a one-for-one basis provided that, in accordance with the Articles of Incorporation of the Issuer, the right to convert may not be exercised at any time that the B. Francis Saul II, family members of B. Francis Saul II, entities controlled by B. Francis Saul II and other affiliates of B. Francis Saul II beneficially owns, directly or indirectly, in the aggregate more than 39.9% of the value of the Issuer's outstanding common stock and preferred stock.
- New phantom shares are issuable pursuant to the Issuers Deferred Compensation Plan for Directors, as amended and restated effective May 17, 2024 (the Deferred Compensation Plan), under its 2024 Stock Incentive Plan. Phantom shares issued prior to May 17, 2024, continue to be subject to the terms of the Issuers deferred compensation plan for directors in effect prior to the amendment and restatement of the Deferred Compensation Plan.
- The conversion of phantom shares issued on or after May 17, 2024, into shares of the Issuers common stock is governed pursuant to terms of the Issuers Deferred Compensation Plan under its 2024 Stock Plan and the reporting persons Deferred Fee Agreement. The conversion of phantom shares issued prior to May 17, 2024, into shares of the Issuers common stock is governed pursuant to the terms of the Issuers deferred compensation plan for directors in effect prior to the amendment and restatement of the Deferred Compensation Plan and the reporting persons Deferred Fee Agreement.