TANGER INC. — Director's Dealing 2012

Mar 1, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TANGER FACTORY OUTLET CENTERS INC (SKT)
CIK: 0000899715
Period of Report: 2012-02-28

Reporting Person: TANGER STEVEN B (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-28	Common Stock	A	225000	—	Acquired	757800	Direct
2012-02-28	Common Stock	S	27478	$29.005	Disposed	730322	Direct
2012-02-29	Common Stock	G	137522	—	Disposed	592800	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	12624	Indirect
Common Stock	1962	Indirect

Footnotes

F1: Represents equity awards granted by the Company pursuant to the terms of Mr. Tanger's amended and restated employment agreement dated February 28, 2012. Such equity awards consist of the following: 45,000 fully-vested common shares; 90,000 restricted common shares that will vest ratably over five years based on Mr. Tanger's continued employment and 90,000 restricted common shares that will vest ratably over five years based on Mr. Tanger's continued employment and the Company achieving specified shareholder returns.

F2: Represents weighted average sale price of multiple transactions ranging from $28.89 to $29.13.

F3: Securities sold pursuant to a plan intended to comply with Rule 10b5-1, previously adopted on December 11, 2008 and amended August 3, 2009, to direct the sale of certain restricted shares upon vesting to cover the applicable withholding taxes due upon vesting.

F4: Mr. Tanger indirectly contributed the shares to an irrevocable Trust of which he is a beneficiary, but of which he is not the trustee or investment advisor and therefore he has no investment control over the shares indirectly held by the Trust. Accordingly, Mr. Tanger is deemed to no longer be the beneficial owner of such shares.