Saracino Frank V 4

What Happened

• Frank V. Saracino, Chief Financial Officer, Treasurer and Executive Vice President of BrightSpire Capital (BRSP), received two equity awards on March 16, 2026 totaling 161,398 shares of Class A common stock (85,741 and 75,657 shares). Simultaneously, 80,423 shares were withheld by the company to satisfy tax withholding obligations; the withheld shares were valued at $5.54 each for a total of $445,543. The awards were reported as grants (code A) and the withholding as a tax payment (code F).
• After the withholding, the awards result in a net increase of 80,975 shares retained from this settlement (161,398 granted minus 80,423 withheld). The grants include time-based vesting and performance-based settlement (see footnotes).

Key Details

• Transaction date: 2026-03-16; Filing date: 2026-03-18 (timely).
• Grants: 85,741 shares (A) and 75,657 shares (A) at $0.00 (awarded).
• Withholding: 80,423 shares (F) disposed at $5.54 each, total value $445,543, to satisfy tax withholding.
• Footnotes: F1 = certain shares vest in three equal annual installments on Mar 15, 2027–2029; F2 = shares issued to settle 2023 performance RSUs for the period ending Mar 6, 2026; F3 = withheld shares satisfy tax withholding on vesting/settlement.
• Shares owned after transaction: not specified in the excerpted filing.

Context

• This was not an open-market sale by the insider but a company withholding shares to cover tax obligations related to granted/vested awards (a routine administrative transaction).
• The awards include time-based vesting (multi-year) and performance-based shares (2023 PRSUs), so retained shares may be subject to future vesting or were the result of PRSU settlement. The withheld shares reduce the net new shares the insider actually receives.