SEC Form 4 · accession 0000907254-17-000033
SAUL CENTERS, INC. · BFS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Patrick F Noonan
Director
Period of report
Apr 3, 2017
Accepted (ET)
Apr 5, 2017 · 3:56 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000907254
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Apr 3, 2017 | M | 2,500 | $38.76 | A | 12,315 | D | |
| Common Shares | Apr 3, 2017 | S | 2,500 | $61.42 | D | 9,851 | D | |
| Common Shares | holding | — | — | — | 6,016 | I | Wife |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option | $38.76 | Apr 3, 2017 | M | 2,500 | D | May 7, 2010 | May 7, 2020 | Common Stock | 2,500 | 0 | D |
| Phantom StockF2,F5,F3,F4 | $63.76 | holding | — | — | — | — | — | Common Stock | 41,429 | 41,429 | D |
| Stock Option | $41.82 | holding | — | — | — | May 13, 2011 | May 13, 2021 | Common Stock | 2,500 | 2,500 | D |
| Stock Option | $39.29 | holding | — | — | — | May 4, 2012 | May 4, 2022 | Common Stock | 2,500 | 2,500 | D |
| Stock Option | $44.42 | holding | — | — | — | May 10, 2013 | May 10, 2023 | Common Stock | 2,500 | 2,500 | D |
| Stock Option | $47.03 | holding | — | — | — | May 9, 2014 | May 9, 2024 | Common Stock | 2,500 | 2,500 | D |
| Stock Option | $51.07 | holding | — | — | — | May 8, 2015 | May 8, 2025 | Common Stock | 2,500 | 2,500 | D |
| Stock Option | $57.74 | holding | — | — | — | May 6, 2016 | May 6, 2026 | Common Stock | 2,500 | 2,500 | D |
Explanation of responses
- F1Balance increased by January 31, 2017 Dividend Reinvestment Plan award of 35.585 shares.
- F2Pursuant to the issuer's Deferred Compensation Plan under its 2004 Stock Plan and the Deferred Fee Agreement executed by the reporting person, the reporting person has elected to defer receipt of his director's fees, and receive phantom stock, the amount of which is calculated as the quotient of the dollar value of fees deferred, divided by the fair market value of the issuer's shares on the date the phantom stock is received.
- F31 for 1
- F4The 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.
- F5Includes 338.833 shares ($61.8472/share) awarded January 31, 2017 as dividend reinvestments on shares of phantom stock held by the reporting person pursuant to the issuer's Deferred Compensation Plan under its 2004 Stock Plan and shares of phantom stock issued under the issuer's Deferred Compensation Stock Plan for Directors.