SAUL CENTERS, INC. — Director's Dealing 2022

Apr 6, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SAUL CENTERS, INC. (BFS)
CIK: 0000907254
Period of Report: 2022-04-01

Reporting Person: Laycock Willoughby B. (Director, SVP-Res. Marketing Initiatives)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-04-01	Phantom Stock	$	A	92.456	Acquired		Common Stock (92.456)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	282.614	Indirect
Common Shares	279.139	Indirect
Common Shares	459.25	Indirect
Common Shares	1645	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option	$55.71	2029-05-03	Common Stock (5000.0)	5000	Direct
Director Stock Option	$55.71	2029-05-03	Common Stock (2500.0)	2500	Direct
Employee Stock Option	$50.0	2030-04-24	Common Stock (10000.0)	10000	Direct
Director Stock Option	$50.0	2030-04-24	Common Stock (2500.0)	2500	Direct
Employee Stock Option	$43.89	2031-05-07	Common Stock (10000.0)	10000	Direct
Director Stock Option	$43.89	2031-05-07	Common Stock (2500.0)	2500	Direct

Footnotes

F1: Balance increased by January 31, 2022 Dividend Reinvestment Plan award of 3.340 shares.

F2: Shares owned in the reporting person's spouse's 401K account. The reporting person disclaims beneficial ownership of these shares.

F3: Balance increased by January 31, 2022 Dividend Reinvestment Plan award of 3.299 shares.

F4: Shares owned directly by the reporting person's spouse. The reporting person disclaims beneficial ownership of these shares.

F5: Balance increased by January 31, 2022 Dividend Reinvestment Plan award of 5.427 shares.

F6: Shares held in a trust, of which the reporting person is the sole beneficiary.

F7: Each share of phantom stock is the economic equivalent of one share of common stock. The shares of phantom stock become payable, in cash or common stock, at the election of the reporting person, upon the reporting person's termination of service.

F8: The conversion of phantom stock into shares of the issuer's common stock is governed pursuant to terms of the issuer's Deferred Compensation Plan under its 2004 Stock Plan, as amended, and the reporting person's Deferred Fee Agreement.

F9: Includes 24.985 shares ($47.6658/share) awarded January 31, 2022 as dividend reinvestments on shares of phantom stock held by the reporting person pursuant to the issuer's Deferred Compensation Plan under its 2004 Stock Plan and shares of phantom stock issued under the issuer's Deferred Compensation Stock Plan for Directors.

F10: The options vest 25% per year over four years from the date of grant.