Burlington Stores, Inc. — Director's Dealing 2020

May 5, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Burlington Stores, Inc. (BURL)
CIK: 0001579298
Period of Report: 2020-05-01

Reporting Person: Hand Fred (Chief Customer Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-01	Common Stock	F	292	$179.46	Disposed	53307	Direct
2020-05-01	Common Stock	F	214	$179.46	Disposed	53093	Direct
2020-05-01	Common Stock	F	174	$179.46	Disposed	52919	Direct
2020-05-01	Common Stock	A	2464	$0.00	Acquired	55383	Direct
2020-05-04	Common Stock	F	12421	$178.35	Disposed	42962	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-05-01	Employee Stock Option (right to buy)	$179.46	A	6998	Acquired	2030-05-01	Common Stock (6998)	Direct

Footnotes

F1: Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of restricted stock awards.

F2: Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of restricted stock units.

F3: Restricted stock units granted on May 1, 2020, vesting one-quarter on each of the first four anniversaries of the grant date.

F4: Options granted on May 1, 2020 that become exercisable in one-quarter installments on each of the first four anniversaries of the grant date.