Burlington Stores, Inc. — Director's Dealing 2015

Sep 16, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Burlington Stores, Inc. (BURL)
CIK: 0001579298
Period of Report: 2015-09-14

Reporting Person: Katz Marc (EVP & Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-09-14	Common Stock	M	22000	$4.55	Acquired	133936	Direct
2015-09-14	Common Stock	S	22000	$53.34	Disposed	111936	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-09-14	Employee Stock Option (right to buy)	$4.55	M	22000	Disposed	2023-06-20	Common Stock (22000)	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 $53.16 to $53.50,
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 range set forth in this footnote to this Form 4.

F2: The options are currently exercisable as to 20% of the shares and become exercisable as to an additional 20% of the shares on July 23, 2016, as to an additional 20% of the shares on July 23, 2017, as to an additional 20% of the shares on July 23, 2018 and as to the remaining 20% of the shares on July 23, 2019.