TANGER INC. — Director's Dealing 2023

Feb 17, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TANGER FACTORY OUTLET CENTERS, INC (SKT)
CIK: 0000899715
Period of Report: 2023-02-15

Reporting Person: Yalof Stephen (President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-15	Common Stock	M	205480	—	Acquired	675786	Direct
2023-02-15	Common Stock	F	65691	$18.79	Disposed	610095	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-02-15	Notional Units	$	M	205480	Disposed		Common Stock (205480.0)	Direct

Footnotes

F1: Represents restricted common shares received from the conversion of notional units. Based on the share price targets achieved, each notional unit was converted into one restricted common share. 50% of the shares vested on February 15, 2023 and the remaining 50% will vest on February 15, 2024, contingent upon continued employment with the Company through the vesting dates.

F2: Represents notional units, each of which converted into an equivalent number of restricted common shares based on the Company's share price appreciation inclusive of all dividends (TSR), and its TSR relative to its peer group, over the three-year measurement period from February 11, 2020 through February 10, 2023, as certified by the Compensation Committee on February 14, 2023.

F3: With respect to 33.30% of the performance shares, 20% of this portion of the award was earned if the Company's aggregate TSR equals 36.8% over the 3-year measurement period, 60% of this portion of the award was earned if the Company's aggregate TSR equals 44.3%, and 100% of this portion of the award was earned if the Company's aggregate TSR equals or exceeds 52.1%. With respect to the other 66.70% of the performance shares, 20% of this portion of the award was earned if the Company's TSR is in the 30th percentile of its peer group over the 3-year measurement period, 60% of this portion of the award was earned if the Company's TSR is in the 55th percentile of its peer group during this period, and 100% of this portion of the award was earned if the Company's TSR is in the 80th percentile of its peer group or greater during this period. The performance shares converted on a pro-rata basis by linear interpolation between share price appreciation thresholds.

F4: 100% of the absolute and relative portions were actually earned. The notional units convert on a pro-rata basis by linear interpolation between share price appreciation thresholds.