Nia Mahbod 4

4 · Veris Residential, Inc. · Filed Mar 18, 2026

AI-generated summary of this filing

Updated Mar 18, 2026

Veris Residential (VRE) CEO Nia Mahbod Exercises Awards, Sells Shares

What Happened

Nia Mahbod, CEO of Veris Residential (VRE), had 153,041 performance-vesting restricted stock units (PVRSUs) vest on March 16, 2026 (28,844 PVRSUs forfeited). The filing shows conversion/exercise of 153,041 derivative units into shares and an additional 181,885 derivative units reported as converted/disposed.
To satisfy tax withholding, 74,495 shares were withheld/sold on March 16 for $1,407,136 and 22,599 shares were withheld/sold on March 17 for $426,556 — total proceeds of approximately $1,833,692. These sales were net share settlements for taxes, not open-market discretionary sales.

Key Details

Transaction dates: March 16–17, 2026; Form 4 filed March 18, 2026 (timely).
Vesting: 153,041 PVRSUs vested; 28,844 PVRSUs forfeited (per footnote F1).
Tax withholding: 74,495 shares withheld/sold (3/16) for $1,407,136; 22,599 shares withheld/sold (3/17) for $426,556 (footnotes F2 & F3).
Additional reporting: 181,885 shares reported as converted/exercised (derivative, coded M) and shown as disposed in the filing.
Shares owned after the transactions: not specified in the provided data.
Filing status: appears timely (filed two days after the primary vesting date); no 10b5-1 or late-filing flags provided.

Context

The vested PVRSUs were performance-based awards: 50% tied to absolute total stockholder return (TSR) and 50% tied to TSR relative to 23 peer REITs over the three-year performance period (footnote F4).
The reported disposals were net share settlements to cover tax liabilities (routine, coded F) rather than open-market sales indicating a change in conviction. In plain terms, shares were converted from awards and some were withheld/sold to pay taxes (a cashless-like settlement).

Form 4

Period: 2026-03-16

DirectorCHIEF EXECUTIVE OFFICER

Transactions

Exercise/Conversion
Common Stock, $0.01 par value
[F1]
2026-03-16+153,041→ 683,510 total
Tax Payment
Common Stock, $0.01 par value
[F2]
2026-03-16$18.89/sh−74,495$1,407,136→ 609,015 total
Tax Payment
Common Stock, $0.01 par value
[F3]
2026-03-17$18.88/sh−22,599$426,556→ 586,416 total
Exercise/Conversion
Performance Vesting Restricted Stock Units
[F1][F4]
2026-03-16−181,885→ 0 total
Exercise: $0.00→ Common Stock, $0.01 par value (181,885 underlying)

Holdings

Common Stock, $0.01 par value
(indirect: By family limited liability company)
380,869

Footnotes (4)

[F1]On March 16, 2026, the reporting person vested in 153,041 performance vesting restricted stock units (each, a "PVRSU") and forfeited 28,844 PVRSUs that did not vest at the end of the applicable three year performance period. Each PVRSU represented a contingent right to receive one share of common stock, $0.01 par value (the "Common Stock"), of Veris Residential, Inc. (the "Company').
[F2]Forfeiture of shares for net share settlement of taxes on shares issued upon vesting of PVRSUs.
[F3]Forfeiture of shares for net share settlement of taxes on shares issued upon vesting of time vesting restricted stock units.
[F4]Fifty percent (50%) of the PVRSUs were eligible to vest over a three year period ended March 16, 2026 based on the attainment of absolute total stockholder return ("TSR") metrics by the Company. The remaining fifty percent (50%) of the PVRSUs were eligible to vest over a three year period ended March 16, 2026 based on the Company's TSR relative to the TSR of a select group of twenty-three (23) peer REITs over the same three year performance period.

Signature

/s/ Mahbod Nia|2026-03-18

1 file