Statement of Changes in Beneficial Ownership (4)
May 13 2020 - 2:36PM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
*
Friedman Joel Albert |
2. Issuer Name and Ticker or Trading Symbol
SAUL CENTERS, INC.
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BFS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Sr. V.P./Chief Acctng Officer |
(Last)
(First)
(Middle)
7501 WISCONSIN AVENUE, 15TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/12/2020 |
(Street)
BETHESDA, MD 20814
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Shares | | | | | | | | 10358.59 | I (1) | 401K |
Common Shares | | | | | | | | 109.922 (2) | D | |
Series E Preferred Stock | 5/12/2020 | | P | | 100 | A | $19.55 | 100 | D | |
Series E Preferred Stock | 5/13/2020 | | P | | 100 | A | $18.85 | 200 | D | |
Series D Preferred Stock | 5/13/2020 | | P | | 100 | A | $19.32 | 100 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Employee Stock Option | $41.82 | | | | | | | 5/13/2011 (3) | 5/13/2021 | Common Stock | 5000.0 | | 5000 | D | |
Employee Stock Option | $44.42 | | | | | | | 5/10/2013 (3) | 5/10/2023 | Common Stock | 10000.0 | | 10000 | D | |
Employee Stock Option | $47.03 | | | | | | | 5/9/2014 (3) | 5/9/2024 | Common Stock | 10000.0 | | 10000 | D | |
Employee Stock Option | $51.07 | | | | | | | 5/8/2015 (3) | 5/8/2025 | Common Stock | 10000.0 | | 10000 | D | |
Employee Stock Option | $57.74 | | | | | | | 5/6/2016 (3) | 5/6/2026 | Common Stock | 10000.0 | | 10000 | D | |
Employee Stock Option | $59.41 | | | | | | | 5/5/2017 (3) | 5/5/2027 | Common Stock | 10000.0 | | 10000 | D | |
Employee Stock Option | $49.46 | | | | | | | 5/11/2018 (3) | 5/11/2028 | Common Stock | 10000.0 | | 10000 | D | |
Employee Stock Option | $55.71 | | | | | | | 5/3/2019 (3) | 5/3/2029 | Common Stock | 15000.0 | | 15000 | D | |
Employee Stock Option | $50.0 | | | | | | | 4/24/2020 (3) | 4/24/2030 | Common Stock | 20000.0 | | 20000 | D | |
Explanation of Responses: |
(1) | 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. |
(2) | Balance increased by April 30, 2020 Dividend Reinvestment Plan award of 1.717 shares. |
(3) | The options vest 25% per year over four years from the date of grant. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Friedman Joel Albert 7501 WISCONSIN AVENUE 15TH FLOOR BETHESDA, MD 20814 |
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| Sr. V.P./Chief Acctng Officer |
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Signatures
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Scott V. Schneider, by Power of Attorney | | 5/13/2020 |
**Signature of Reporting Person | Date |
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