0000907254-22-000005.txt : 20220105 0000907254-22-000005.hdr.sgml : 20220105 20220105133320 ACCESSION NUMBER: 0000907254-22-000005 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220103 FILED AS OF DATE: 20220105 DATE AS OF CHANGE: 20220105 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Laycock Willoughby B. CENTRAL INDEX KEY: 0001771496 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12254 FILM NUMBER: 22510412 MAIL ADDRESS: STREET 1: 7501 WISCONSIN AVE. STREET 2: SUITE 1400 CITY: BETHESDA STATE: MD ZIP: 20814 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SAUL CENTERS, INC. CENTRAL INDEX KEY: 0000907254 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 521833074 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7501 WISCONSIN AVENUE STREET 2: SUITE 1500 CITY: BETHESDA STATE: MD ZIP: 20814 BUSINESS PHONE: 301-986-7737 MAIL ADDRESS: STREET 1: 7501 WISCONSIN AVENUE STREET 2: SUITE 1500 CITY: BETHESDA STATE: MD ZIP: 20814 FORMER COMPANY: FORMER CONFORMED NAME: SAUL CENTERS INC DATE OF NAME CHANGE: 19930617 4 1 wf-form4_164140758563897.xml FORM 4 X0306 4 2022-01-03 0 0000907254 SAUL CENTERS, INC. BFS 0001771496 Laycock Willoughby B. 7501 WISCONSIN AVE. SUITE 1400 BETHESDA MD 20814 1 1 0 0 SVP-Res. Marketing Initiatives Common Shares 279.274 I Spouse-401K Common Shares 275.84 I Spouse Common Shares 453.822 I Self-Trust Common Shares 1645 D Phantom Stock 53.67 2022-01-03 4 A 0 115.521 53.67 A Common Stock 115.521 2089.385 D Employee Stock Option 55.71 2019-05-03 2029-05-03 Common Stock 5000.0 5000 D Director Stock Option 55.71 2019-05-03 2029-05-03 Common Stock 2500.0 2500 D Employee Stock Option 50.0 2020-04-24 2030-04-24 Common Stock 10000.0 10000 D Director Stock Option 50.0 2020-04-24 2030-04-24 Common Stock 2500.0 2500 D Employee Stock Option 43.89 2021-05-07 2031-05-07 Common Stock 10000.0 10000 D Director Stock Option 43.89 2021-05-07 2031-05-07 Common Stock 2500.0 2500 D Balance increased by October 29, 2021 Dividend Reinvestment Plan award of 3.338 shares. Shares owned in the reporting person's spouse's 401K account. The reporting person disclaims beneficial ownership of these shares. Balance increased by October 29, 2021 Dividend Reinvestment Plan award of 3.297 shares. Shares owned directly by the reporting person's spouse. The reporting person disclaims beneficial ownership of these shares. Balance increased by October 29, 2021 Dividend Reinvestment Plan award of 5.424 shares. Shares held in a trust, of which the reporting person is the sole beneficiary. The conversion of phantom stock into shares of the issuer's common stock is governed pursuant to terms of the issuer's Deferred Compensation Plan under its 2004 Stock Plan, as amended, and the reporting person's Deferred Fee Agreement. Includes 23.593 shares ($45.4639/share) awarded October 29, 2021 as dividend reinvestments on shares of phantom stock held by the reporting person pursuant to the issuer's Deferred Compensation Plan under its 2004 Stock Plan and shares of phantom stock issued under the issuer's Deferred Compensation Stock Plan for Directors. The options vest 25% per year over four years from the date of grant. Carlos L. Heard, by Power of Attorney 2022-01-05 EX-24 2 laycock-conformed.htm POA-LAYCOCK

POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints
Carlos L. Heard, the undersigned's true and lawful attorney-in-fact to:

    (1)    execute for and on behalf of the undersigned, in the undersigned's capacity as an
officer of Saul Centers, Inc. (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a)
of the Securities and Exchange Act of 1934 and the rules thereunder;

    (2)     do and perform any and all acts for and on behalf of the undersigned which may
be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and
execute any amendment or amendments thereto, and timely file such form with the United States
Securities and Exchange Commission and any stock exchange or similarly authority; and

    (3)     take any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

    The undersigned hereby grants to such attorney-in-fact full power and authority to do and
perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the
exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-
fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of
attorney and the rights and powers herein granted.  The undersigned acknowledges that the
foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not
assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934.

    This Power of Attorney shall remain in full force and effect until the undersigned is no
longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and
transactions in securities issued by the Company, unless earlier revoked by the undersigned in a
signed writing delivered to the foregoing attorneys-in-fact.

    IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 22nd day of March, 2021.


                            Signature: /s/ Willoughby B. Laycock
                            Name:  Willoughby B. Laycock