Burlington Stores, Inc. — Director's Dealing 2018

Jun 6, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Burlington Stores, Inc. (BURL)
CIK: 0001579298
Period of Report: 2018-06-04

Reporting Person: Katz Marc (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-06-04	Common Stock	M	4790	$52.02	Acquired	116546	Direct
2018-06-04	Common Stock	M	6772	$54.58	Acquired	123318	Direct
2018-06-04	Common Stock	S	11562	$150.36	Disposed	111756	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-06-04	Employee Stock Option (right to buy)	$52.02	M	4790	Disposed	2025-05-01	Common Stock (4790)	Direct
2018-06-04	Employee Stock Option (right to buy)	$54.58	M	6772	Disposed	2026-04-08	Common Stock (6772)	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 $150.03 to 150.78,
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 75% of the shares and become exercisable as to the remaining 25% of the shares on May 1, 2019.

F3: The options are currently exercisable as to 50% of the shares, and become exercisable as to an additional 25% of the shares on April 8, 2019 and as to the remaining 25% of the shares on April 8, 2020.