Swanson Gallardo Leslie 4
4 · TANGER INC. · Filed Mar 23, 2026
Research Summary
AI-generated summary of this filing
Tanger (SKT) COO Leslie Swanson Gallardo Receives Restricted Shares
What Happened Leslie Swanson Gallardo, Chief Operating Officer of Tanger Inc. (SKT), converted notional/performance units into 49,669 restricted common shares on March 20, 2026. Of the shares that vested on that date (24,835 shares), 9,773 restricted shares were forfeited to satisfy tax withholding obligations, representing roughly $346,746 at $35.48 per share. The conversion is reported as an exercise/conversion of derivative awards rather than an open‑market purchase or sale.
Key Details
- Transaction date: March 20, 2026 (Form 4 filed March 23, 2026; filing marked late).
- Primary entries: conversion/exercise of 49,669 notional/performance units into restricted shares (code M); 9,773 shares forfeited/withheld for taxes (code F) at $35.48 per share, $346,746 value.
- Vesting: 50% of the converted shares vested on March 20, 2026 (24,835 shares); the remaining 50% is scheduled to vest March 15, 2027, contingent on continued employment.
- Performance outcome: footnotes indicate 100% of the absolute and relative performance portions were earned and the notional units converted based on three‑year TSR performance.
- Shares owned after the transaction: not specified in this filing.
- Filing timeliness: indicated as late (filed 3 days after the transaction date).
Context This was a conversion of long‑term incentive notional/performance units into restricted shares tied to total shareholder return (TSR) and relative peer performance over a three‑year period—not an open‑market buy or sell. The withholding (forfeiture) of shares to cover taxes is a routine administrative step and does not necessarily indicate a discretionary sale.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-03-20+49,669→ 125,158 total - Tax Payment
Common Stock
[F2]2026-03-20$35.48/sh−9,773$346,746→ 115,385 total - Exercise/Conversion
Notional Units
[F3][F4][F5]2026-03-20−49,669→ 0 total→ Common Stock (49,669 underlying)
Footnotes (5)
- [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 March 20, 2026 and the remaining 50% will vest on March 15, 2027, contingent upon continued employment with the Tanger Inc. (the "Company") through the vesting dates.
- [F2]This forfeiture was undertaken solely to satisfy a tax withholding liability related to the vesting of shares held by the reporting person. On March 20, 2026, 24,835 restricted shares vested, with 9,773 shares withheld to cover tax withholding liability.
- [F3]100% of the absolute and relative portions were actually earned.
- [F4]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 March 14, 2023 through March 13, 2026.
- [F5]With respect to 33.30% of the performance shares, 20% of this portion of the award will be earned if the Company's aggregate TSR equals 26.0% over the 3-year measurement period, 60% of this portion of the award will be earned if the Company's aggregate TSR equals 33.1%, and 100% of this portion of the award will be earned if the Company's aggregate TSR equals or exceeds 40.5%. With respect to the other 66.70% of the performance shares, 20% of this portion of the award will be 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 will be 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 will be earned if the Company's TSR is in the 80th percentile of its peer group or greater during this period. The performance shares will convert on a pro-rata basis by linear interpolation between share price appreciation thresholds.