Guerrieri Thomas Joseph JR 4
4 · TANGER INC. · Filed Mar 23, 2026
Research Summary
AI-generated summary of this filing
Tanger (SKT) SVP Thomas Guerrieri Receives Award (Vested Shares)
What Happened
- Thomas Joseph Guerrieri Jr., SVP and CAO of Tanger Inc. (SKT), had notional/performance units convert into 9,313 restricted common shares on March 20, 2026.
- Of the shares associated with the conversion, 4,657 restricted shares vested on March 20, 2026; 1,325 of those vested shares were forfeited/withheld to cover tax withholding, valued at $35.48 per share (total $47,011). The remaining 50% of the converted award will vest on March 15, 2027, subject to continued employment.
Key Details
- Transaction date: March 20, 2026. Filing date: March 23, 2026 (timely).
- Shares received via conversion: 9,313 restricted shares (conversion of notional units tied to performance).
- Tax withholding: 1,325 shares withheld/forfeited to satisfy tax liability; withheld value reported as $47,011.
- Vesting schedule: 50% vested Mar 20, 2026 (4,657 shares), remaining 50% vests Mar 15, 2027, contingent on continued employment.
- Performance/derivative details: These were notional units that converted into restricted shares based on total shareholder return (TSR) and relative TSR vs. peers over the three-year measurement period (Mar 14, 2023–Mar 13, 2026). Footnotes indicate 100% of the performance award was earned.
- Shares owned after transaction: not specified in the filing.
Context
- This was a performance-based conversion of notional units into restricted shares, not an open-market purchase or discretionary sale. The withholding of shares to cover taxes is a routine administrative step (not an optional sale signal).
- The award’s payout was determined by TSR metrics and peer-relative performance thresholds (pro-rata interpolation between targets); according to the filing, the performance conditions were fully met.
Insider Transaction Report
Form 4
TANGER INC.SKT
Guerrieri Thomas Joseph JR
SVP, CAO
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-03-20+9,313→ 63,916 total - Tax Payment
Common Stock
[F2]2026-03-20$35.48/sh−1,325$47,011→ 62,591 total - Exercise/Conversion
Notional Units
[F3][F4][F5]2026-03-20−9,313→ 0 total→ Common Stock (9,313 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, 4,657 restricted shares vested, with 1,325 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.
Signature
/s/ Eric Richardson, attorney-in-fact for Mr. Guerrieri|2026-03-23