| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| SAUL B FRANCIS II | Chairman & CEO, Director, 10%+ Owner | 7501 WISCONSIN AVENUE, 15TH FLOOR, BETHESDA | /s/ Carlos L. Heard, by Power of Attorney | 13 May 2025 | 0001027551 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | BFS | Common Stock | Award | $0 | +20,000 | +11% | $0.000000 | 207,397 | 09 May 2025 | Direct | F13, F14 |
| holding | BFS | Common Stock | 35,062 | 09 May 2025 | See footnote | F1 | |||||
| holding | BFS | Common Stock | 403,726 | 09 May 2025 | See footnote | F2 | |||||
| holding | BFS | Common Stock | 533,756 | 09 May 2025 | See footnote | F3 | |||||
| holding | BFS | Common Stock | 2,774 | 09 May 2025 | See footnote | F4 | |||||
| holding | BFS | Common Stock | 146,218 | 09 May 2025 | See footnote | F5 | |||||
| holding | BFS | Common Stock | 399,896 | 09 May 2025 | See footnote | F6 | |||||
| holding | BFS | Common Stock | 357,901 | 09 May 2025 | See footnote | F7 | |||||
| holding | BFS | Common Stock | 8,440,475 | 09 May 2025 | See footnote | F8 | |||||
| holding | BFS | Common Stock | 6,625 | 09 May 2025 | 401K | F9 | |||||
| holding | BFS | Common Stock | 145,983 | 09 May 2025 | 401K | F10 | |||||
| holding | BFS | Common Stock | 169,426 | 09 May 2025 | See footnote | F11, F12 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | BFS | Performance Shares | Award | $0 | +20,000 | $0.000000 | 20,000 | 09 May 2025 | Common Stock | 20,000 | $0.000000 | Direct | F19 | |
| holding | BFS | Director Stock Option | 2,500 | 09 May 2025 | Common Stock | 2,500 | $57.74 | Direct | ||||||
| holding | BFS | Director Stock Option | 2,500 | 09 May 2025 | Common Stock | 2,500 | $59.41 | Direct | ||||||
| holding | BFS | Director Stock Option | 2,500 | 09 May 2025 | Common Stock | 2,500 | $49.46 | Direct | ||||||
| holding | BFS | Director Stock Option | 2,500 | 09 May 2025 | Common Stock | 2,500 | $55.71 | Direct | ||||||
| holding | BFS | Director Stock Option | 2,500 | 09 May 2025 | Common Stock | 2,500 | $50.00 | Direct | ||||||
| holding | BFS | Director Stock Option | 2,500 | 09 May 2025 | Common Stock | 2,500 | $43.89 | Direct | ||||||
| holding | BFS | Director Stock Option | 2,500 | 09 May 2025 | Common Stock | 2,500 | $47.90 | Direct | ||||||
| holding | BFS | Director Stock Option | 2,500 | 09 May 2025 | Common Shares | 2,500 | $33.79 | Direct | ||||||
| holding | BFS | Units | 10,236,929 | 09 May 2025 | Common Stock | 10,236,929 | Direct | F15 | ||||||
| holding | BFS | Phantom Stock | 49,762 | 09 May 2025 | Common Stock | 49,762 | Direct | F16, F17, F18 | ||||||
| holding | BFS | Performance Shares | 16,000 | 09 May 2025 | Common Stock | 16,000 | $0.000000 | Direct |
| Id | Content |
|---|---|
| F1 | 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. |
| F2 | 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. |
| F3 | 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. |
| F4 | 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. |
| F5 | 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. |
| F6 | 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. |
| F7 | 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. |
| F8 | 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. |
| F9 | 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. |
| F10 | These securities are held directly by a 401(k) plan of which B. Francis Saul II is a beneficiary. |
| F11 | Balance increased by April 30, 2025 Dividend Reinvestment Plan award of 3,129.138 shares. |
| F12 | 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 own the securities held by Patricia E. Saul. |
| F13 | Represents restricted shares of Common Stock. Such shares vest on the first five anniversaries of May 9, 2025 in equal annual installments, assuming continued employment. |
| F14 | Balance increased by April 30, 2025 Dividend Reinvestment Plan award of 2,980.855 shares. |
| F15 | 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. |
| F16 | 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. |
| F17 | 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. |
| F18 | Includes 919.059 shares awarded April 30, 2025 as dividend reinvestments on shares of phantom stock held by the reporting person pursuant to the Deferred Compensation Plan. |
| F19 | The performance share award provides for the grant of restricted shares of Common Stock on each of the five anniversaries of May 9, 2025 in equal annual installments. The number of restricted shares of such grant that vest, if any, is (i) subject to cliff-vesting on May 9, 2030, and (2) achievement of performance criteria relating to the Companys target Funds from Operations available to common stockholders and noncontrolling interests (FFO) measured against an FFO amount included in the budget established by the Board of Directors annually prior to the start of such calendar year. |