Burlington Stores, Inc. — Director's Dealing 2014

Jun 19, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Burlington Stores, Inc. (BURL)
CIK: 0001579298
Period of Report: 2014-06-17

Reporting Person: Crimmins John (Senior VP & Chief Acct Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-06-17	Common Stock	M	3676	$0.79	Acquired	11002	Direct
2014-06-17	Common Stock	M	438	$5.02	Acquired	11440	Direct
2014-06-17	Common Stock	S	4114	$31.02	Disposed	7326	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-06-17	Employee Stock Option (right to buy)	$0.79	M	3676	Disposed	2021-05-16	Common Stock (11011)	Direct
2014-06-17	Employee Stock Option (right to buy)	$5.02	M	438	Disposed	2021-05-16	Common Stock (9163)	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.001 to $31.043, inclusive. The reporting person undertakes to provide to Burlington Stores, Inc., any security holder of Burlington Stores, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.

F2: The options are currently exercisable as to 60% of the shares and become exercisable as to an additional 20% of the shares on May 16, 2015 and as to the remaining 20% of the shares on May 16, 2016.

F3: The options are currently exercisable as to 60% of the shares and become exercisable as to an additional 20% of the shares on May 16, 2015 and as to the remaining 20% of the shares on May 16, 2016.