STOCK TITAN

Saul Centers (BFS) director receives 2,000 restricted shares and holds options

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

Rhea-AI Filing Summary

Saul Centers, Inc. director Mark Sullivan III reported a compensation grant of 2,000 restricted shares of Common Stock at a stated price of $0.0000 per share. These shares vest in three equal annual installments on the first three anniversaries of May 8, 2026, assuming continued service.

Following this award, Sullivan directly holds 10,400 Common shares and several Director Stock Options covering multiple blocks of 2,500 shares each at exercise prices between $33.79 and $59.41, with expirations from 2027 to 2033. An additional 800 Common shares are held by a trust where he is co-trustee, and he disclaims beneficial ownership of those shares.

Positive

  • None.

Negative

  • None.

Insights

Routine equity grant increases director’s stock and option exposure.

Director Mark Sullivan III received 2,000 restricted Common shares at a stated price of $0.0000, vesting over three years starting on May 8, 2026. This looks like standard board compensation rather than an open‑market purchase.

After the grant he holds 10,400 Common shares directly plus multiple Director Stock Options, each for 2,500 underlying shares with exercise prices between $33.79 and $59.41, expiring from 2027 to 2033. The filing also notes 800 shares in a trust for which he disclaims beneficial ownership. Overall, this is a routine, non‑cash compensation event with limited direct signaling value for investors.

Insider Sullivan Mark III
Role null
Type Security Shares Price Value
Grant/Award Common Stock 2,000 $0.00 --
holding Director Stock Option -- -- --
holding Director Stock Option -- -- --
holding Director Stock Option -- -- --
holding Director Stock Option -- -- --
holding Director Stock Option -- -- --
holding Director Stock Option -- -- --
holding Director Stock Option -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 10,400 shares (Direct, null); Director Stock Option — 2,500 shares (Direct, null); Common Stock — 800 shares (Indirect, Co-trustee of Trust)
Footnotes (1)
  1. Mr. Sullivan is co-trustee of the trust. The beneficiaries of the trust are his brother and his brother's children. Mr. Sullivan disclaims any beneficial ownership in the shares held by the trust. IRA SEP IRA Represents restricted shares of Common Stock. Such shares vest on the first three anniversaries of May 8, 2026 in equal annual installments, assuming continued service. Self-Direct
Restricted share grant 2,000 shares Common Stock grant at $0.0000 per share, code A
Direct Common shares after grant 10,400 shares Total direct Common Stock holdings following the award
Trust-held Common shares 800 shares Held by a trust; Sullivan is co-trustee and disclaims beneficial ownership
Option block 1 2,500 shares at $33.79 Director Stock Option, expires 2033-05-12
Option block 2 2,500 shares at $47.90 Director Stock Option, expires 2032-05-13
Option block 3 2,500 shares at $59.41 Director Stock Option, expires 2027-05-05
Vesting schedule 3 installments Restricted shares vest on first three anniversaries of May 8, 2026
restricted shares financial
"Represents restricted shares of Common Stock. Such shares vest on the first three anniversaries of May 8, 2026"
Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.
Director Stock Option financial
"security_title: "Director Stock Option" with underlying Common Stock and exercise prices"
beneficial ownership financial
"Mr. Sullivan disclaims any beneficial ownership in the shares held by the trust"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
co-trustee financial
"Mr. Sullivan is co-trustee of the trust. The beneficiaries of the trust are his brother and his brother's children"
IRA financial
"Footnote labeled F2: "IRA" associated with ownership descriptions"
An individual retirement account (IRA) is a savings account designed to help people put aside money for their retirement, often with tax advantages that encourage long-term savings. It matters to investors because it can grow over time, providing financial security later in life, and offers benefits that can reduce current taxes or allow investments to compound more effectively.
SEP IRA financial
"Footnote labeled F3: "SEP IRA" associated with ownership descriptions"
SEC Form 4
FORM 4UNITED 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*
Sullivan Mark III

(Last)(First)(Middle)
7501 WISCONSIN AVENUE
15TH FLOOR

(Street)
BETHESDA MARYLAND 20814-6522

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
SAUL CENTERS, INC. [ BFS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock800I(1)Co-trustee of Trust
Common Stock8,510.323D(2)
Common Stock1,463.092D(3)
Common Stock05/08/2026A2,000(4)A$010,400D(5)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Director Stock Option$59.4105/05/201705/05/2027Common Stock2,5002,500D
Director Stock Option$49.4605/11/201805/11/2028Common Stock2,5002,500D
Director Stock Option$55.7105/03/201905/03/2029Common Stock2,5002,500D
Director Stock Option$5004/24/202004/24/2030Common Stock2,5002,500D
Director Stock Option$43.8905/07/202105/07/2031Common Stock2,5002,500D
Director Stock Option$47.905/13/202205/13/2032Common Stock2,5002,500D
Director Stock Option$33.7905/12/202305/12/2033Common Stock2,5002,500D
Explanation of Responses:
1. Mr. Sullivan is co-trustee of the trust. The beneficiaries of the trust are his brother and his brother's children. Mr. Sullivan disclaims any beneficial ownership in the shares held by the trust.
2. IRA
3. SEP IRA
4. Represents restricted shares of Common Stock. Such shares vest on the first three anniversaries of May 8, 2026 in equal annual installments, assuming continued service.
5. Self-Direct
Remarks:
/s/ Carlos L. Heard, by Power of Attorney05/11/2026
** Signature of Reporting PersonDate
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 did Saul Centers (BFS) director Mark Sullivan III report in this Form 4?

He reported receiving 2,000 restricted shares of Saul Centers Common Stock as a compensation grant. The award was recorded at $0.0000 per share and increases his direct Common Stock holdings to 10,400 shares after the transaction.

Are the 2,000 Saul Centers (BFS) shares an open-market purchase or a grant?

The 2,000 shares are a grant or award, not an open-market purchase. The Form 4 uses transaction code A, indicating a grant, award, or other acquisition, with a stated price of $0.0000 per share, typical of equity compensation.

How do the 2,000 restricted Saul Centers (BFS) shares vest for the director?

The 2,000 restricted shares vest in three equal annual installments starting on May 8, 2026. Vesting occurs on each of the first three anniversaries of that date, assuming Mark Sullivan III continues to serve the company during the vesting period.

What are Mark Sullivan III’s Saul Centers (BFS) share holdings after this filing?

After the grant, he directly holds 10,400 shares of Common Stock. The filing also shows 800 Common shares in a trust where he serves as co-trustee and disclaims beneficial ownership, so those trust shares are treated separately from his direct holdings.

What director stock options does Mark Sullivan III hold in Saul Centers (BFS)?

He holds several Director Stock Options, each tied to 2,500 underlying Common shares. Exercise prices range from $33.79 to $59.41 per share, with option expiration dates between 2027 and 2033, reflecting long-dated equity incentives linked to company performance.

How significant is this Saul Centers (BFS) Form 4 for existing shareholders?

The filing mainly reflects a routine equity compensation grant of 2,000 restricted shares to a director. It does not show any open-market buying or selling activity, so its impact is largely administrative rather than a strong signal about management’s view of the stock.