SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Friedman Joel Albert

(Last)

(First)

(Middle)

7501 WISCONSIN AVENUE

15TH FLOOR

(Street)

BETHESDA

20814

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SAUL CENTERS, INC. [ BFS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Exec VP, CAO & Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Series E Preferred Stock								200	D
Series D Preferred Stock								100	D
Common Stock								13,956	I⁽¹⁾	401K
Common Stock	03/06/2025		M		400⁽²⁾	A	$0	2,539.167	D
Common Stock	03/06/2025		A		200⁽³⁾	A	$0	2,745.825⁽⁴⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option	$51.07							05/08/2015⁽⁵⁾	05/08/2025	Common Stock	10,000		10,000	D
Employee Stock Option	$57.74							05/06/2016⁽⁵⁾	05/06/2026	Common Stock	10,000		10,000	D
Employee Stock Option	$59.41							05/05/2017⁽⁵⁾	05/05/2027	Common Stock	10,000		10,000	D
Employee Stock Option	$49.46							05/11/2018⁽⁵⁾	05/11/2028	Common Stock	10,000		10,000	D
Employee Stock Option	$55.71							05/03/2019⁽⁵⁾	05/03/2029	Common Stock	15,000		15,000	D
Employee Stock Option	$50							04/24/2020⁽⁵⁾	04/24/2030	Common Stock	20,000		20,000	D
Employee Stock Option	$43.89							05/07/2021⁽⁵⁾	05/07/2031	Common Stock	20,000		20,000	D
Employee Stock Option	$47.9							05/13/2022⁽⁵⁾	05/13/2032	Common Stock	20,000		20,000	D
Employee Stock Option	$33.79							05/12/2023⁽⁵⁾	05/12/2033	Common Stock	20,000		20,000	D
Performance Shares	$0	03/06/2025		M			400	05/17/2029	05/17/2029	Common Stock	400	$0	1,600	D

Explanation of Responses:

1. Effective April 1, 2009, shares formerly held by the B.F. Saul Company Employees' Profit Sharing Reinvestment Trust were distributed to the individual 401(k) plan accounts of participants. The number of shares reported represents the reporting person's beneficial ownership interest in the Saul Centers stock fund of the 401(k) plan.

2. Represents restricted shares of Common Stock. Such shares vest, assuming continued employment, on May 17, 2029.

3. Represents additional restricted shares of Common Stock earned based on the achievement of performance criteria with respect to a performance period commencing on January 1, 2024 and ending on December 31, 2024. Such shares vest, assuming continued employment, on May 17, 2029.

4. Balance increased by July 31, 2024 Dividend Reinvestment Plan award, October 31, 2024, and January 31, 2025 award totaling 6.658 shares

5. The options vest 25% per year over four years from the date of grant.

Remarks:

	/s/ Carlos L. Heard, by Power of Attorney	03/10/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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