Steven B. Tanger - Feb 26, 2024 Form 4 Insider Report for TANGER INC. (SKT)

Role
Director
Signature
/s/ Thomas J. Guerrieri Jr., attorney-in-fact for Mr. Tanger
Stock symbol
SKT
Transactions as of
Feb 26, 2024
Transactions value $
-$1,760,357
Form type
4
Date filed
2/28/2024, 04:33 PM
Previous filing
Feb 20, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SKT Common Stock Options Exercise $0 +155K +18.82% $0.00 981K Feb 26, 2024 Direct F1
transaction SKT Common Stock Tax liability -$1.76M -61.2K -6.23% $28.78 920K Feb 26, 2024 Direct F2, F3
holding SKT Common Stock 5K Feb 26, 2024 By wife

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SKT Notional Units Options Exercise $0 -155K -100% $0.00* 0 Feb 26, 2024 Common Stock 155K Direct F4, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents restricted common shares received from the conversion of notional units. Based on the share price targets achieved, each notional unit was converted into one restricted common share. 100% of the shares vested on February 26, 2024 based on the terms of his employment agreement.
F2 This forfeiture was undertaken solely to satisfy a tax withholding liability related to the vesting of stock held by the reporting person.
F3 Number of shares of common stock beneficially owned following reported transactions does not include 2,879,797 Limited Partnership Units that are exchangeable into shares of Tanger Inc. (the "Company") held by Tango 7 LLC and considered indirectly beneficially owned by the Reporting Person.
F4 100% of the absolute and relative portions were actually earned. The notional units convert on a pro-rata basis by linear interpolation between share price appreciation thresholds.
F5 Represents notional units, each of which converted into an equivalent number of restricted common shares based on the Company's share price appreciation inclusive of all dividends (TSR), and its TSR relative to its peer group, over the three-year measurement period from February 22, 2021 through February 21, 2024.
F6 With respect to 33.30% of the performance shares, 20% of this portion of the award will be earned if the Company's aggregate TSR equals 26.0% over the 3-year measurement period, 60% of this portion of the award will be earned if the Company's aggregate TSR equals 33.1%, and 100% of this portion of the award will be earned if the Company's aggregate TSR equals or exceeds 40.5%. With respect to the other 66.70% of the performance shares, 20% of this portion of the award will be earned if the Company's TSR is in the 30th percentile of its peer group over the 3-year measurement period, 60% of this portion of the award will be earned if the Company's TSR is in the 55th percentile of its peer group during this period, and 100% of this portion of the award will be earned if the Company's TSR is in the 80th percentile of its peer group or greater during this period. The performance shares will convert on a pro-rata basis by linear interpolation between share price appreciation thresholds.