X0306 4 2018-05-01 0 0001579298 Burlington Stores, Inc. BURL 0001330749 MAGRINI JOYCE MANNING 2006 ROUTE 130 NORTH BURLINGTON NJ 08016 0 1 0 0 Executive Vice President Common Stock 2018-05-01 4 S 0 1700 134.27 D 29156 D Common Stock 2018-05-01 4 S 0 800 135.23 D 28356 D Common Stock 2018-05-01 4 F 0 103 135.37 D 28253 D Common Stock 2018-05-01 4 A 0 1155 0.00 A 29408 D Employee Stock Option (right to buy) 135.37 2018-05-01 4 A 0 9211 0.00 A 2028-05-01 Common Stock 9211 9211 D The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 27, 2017. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $133.73 to $134.60, inclusive. The reporting person undertakes to provide to Burlington Stores, Inc., any security holder of Burlington Stores, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $134.85 to $135.69, inclusive. The reporting person undertakes to provide to Burlington Stores, Inc., any security holder of Burlington Stores, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4. Restricted common stock granted on May 1, 2018, vesting one-quarter on each of the first four anniversaries of the grant date. The options become exercisable as to 25% of the shares on May 1, 2019, as to an additional 25% of the shares on May 1, 2020, as to an additional 25% of the shares on May 1, 2021, and as to the remaining 25% of the shares on May 1, 2022. /s/ Christopher Schaub, as attorney-in-fact for Joyce Manning Magrini 2018-05-03