{"schema_version":"secwatch.filing_event.v1","accession":"0000907254-23-000044","form_type":"8-K","ticker":"BFS","cik":"0000907254","company_name":"SAUL CENTERS, INC.","filed_at":"2023-05-15T23:59:59+00:00","discovered_at":"2026-05-14T18:03:42.744246+00:00","generated_at":"2026-06-15T01:59:42.369837+00:00","sec_items":["5.07","8.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.25,"calibrated_materiality_score":0.25,"confidence":"high","headline":"Saul Centers annual meeting re-elects directors, ratifies auditor, say-on-pay approved","bullets":["Elected B. Francis Saul II, John E. Chapoton, D. Todd Pearson, H. Gregory Platts to board for three-year terms expiring 2026.","Ratified Deloitte & Touche as independent auditor with 22,990,129 votes for, 14,110 opposed.","Non-binding advisory approval of executive compensation received 21,806,568 votes in favor.","Advisory vote on frequency: plurality (11,180,239) chose every three years; one-year received 10,524,203.","Annual presentation with operating results and business activities posted on company website."],"urls":{"canonical":"https://secwatch.observer/filing/0000907254-23-000044","json":"https://secwatch.observer/filing/0000907254-23-000044.json","markdown":"https://secwatch.observer/filing/0000907254-23-000044.md","text":"https://secwatch.observer/filing/0000907254-23-000044.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/907254/000090725423000044/0000907254-23-000044-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/907254/000090725423000044/bfs-20230512.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-15T01:59:42.369837+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"50d8efcff155e161895e138ffb69e18c4daec187","claim":"SAUL CENTERS, INC. shareholders approved Advisory vote on the frequency of future advisory votes on executive compensation (every one, two, or three years). at the 2023-05-12 meeting.","evidence_excerpt":"The stockholders voted to have an advisory vote on executive compensation every three years: One Year Two Years Three Years Abstain Not Voted 10,524,203 20,283 11,180,239 149,310 1,139,952","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/907254/000090725423000044/0000907254-23-000044-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay frequency"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-12"}],"fact_type":"shareholder_vote"},{"claim_id":"5a10f94222ef76ba2ba12f659fa893d58ca81b16","claim":"SAUL CENTERS, INC. shareholders approved Election of B. Francis Saul II, John E. Chapoton, D. Todd Pearson, and H. Gregory Platts as directors for three-year terms expiring at the 2026 Annual Meeting. at the 2023-05-12 meeting.","evidence_excerpt":"Holders of 23,013,987 shares of the Company’s common stock voted in person at the meeting or by proxy (representing 96.2% of the 23,913,630 shares eligible to vote) as follows: In Favor Withheld Not Voted B. Francis Saul II 17,174,421 4,807,848 1,031,718 John E. Chapoton 19,773,981 2,208,288 1,031,718 D. Todd Pearson 16,463,573 5,518,696 1,031,718 H. Gregory Platts 14,599,548 7,382,721 1,031,718","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/907254/000090725423000044/0000907254-23-000044-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-12"}],"fact_type":"shareholder_vote"},{"claim_id":"c340b5a6d309c917a8e10d412f469656e8cf716d","claim":"SAUL CENTERS, INC. shareholders approved Ratification of Deloitte & Touche LLP as the Company's Independent Registered Public Accounting Firm. at the 2023-05-12 meeting.","evidence_excerpt":"The stockholders voted in favor of the ratification of Deloitte & Touche LLP as the Company's Independent Registered Public Accounting Firm as follows: In Favor Opposed Abstain 22,990,129 14,110 9,748","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/907254/000090725423000044/0000907254-23-000044-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-12"}],"fact_type":"shareholder_vote"},{"claim_id":"cd7068967182f8c6eac701a74dd9959137a305e4","claim":"SAUL CENTERS, INC. shareholders approved Non-binding advisory vote to approve the compensation paid to the Company's named executive officers. at the 2023-05-12 meeting.","evidence_excerpt":"The stockholders voted to approve on a non-binding, advisory basis, the compensation paid to the Company's named executive officers, as disclosed in the Company's Proxy Statement for the 2023 Annual Meeting of Stockholders: In Favor Opposed Abstain Not Voted 21,806,568 157,468 18,233 1,031,718","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/907254/000090725423000044/0000907254-23-000044-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-12"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}