{"url_path":"/sec/cik-0001004036/10-k/2026/item-12","section_key":"item-12","section_title":"Item 12 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SHAREHOLDER MATTERS.","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-02-26","source_url":"https://www.sec.gov/Archives/edgar/data/1004036/0001628280-26-012252-index.html","accession_number":"0001628280-26-012252","cik":"0001004036","ticker":null,"issuer_name":"TANGER PROPERTIES LTD PARTNERSHIP /NC/","edgar_url":"https://www.sec.gov/Archives/edgar/data/1004036/0001628280-26-012252-index.html","primary_entity_key":"0001004036","primary_entity_name":"TANGER PROPERTIES LTD PARTNERSHIP /NC/"},"word_count":601,"has_tables":true,"body_markdown":"ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SHAREHOLDER MATTERS.\n\nThe information concerning the security ownership of certain beneficial owners and management required by this Item is incorporated by reference herein to the Company's Proxy Statement to be filed with respect to the Company's 2026 Annual Meeting of Shareholders.\n\nSecurities Authorized for Issuance Under Equity Compensation Plans\n\nThe table below provides information as of December 31, 2025 with respect to compensation plans under which our equity securities are authorized for issuance. For each common share issued by the Company, the Operating Partnership issues one corresponding unit of limited partnership interest to the Company's wholly-owned subsidiaries. Therefore, when the Company grants an equity-based award, the Operating Partnership treats each award as having been granted by the Operating Partnership. In the discussion below, the term \"we\" refers to the Company and the Operating Partnership together and the term \"common shares\" is meant to also include corresponding units of the Operating Partnership.    \n\nPlan Category(a)\nNumber of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights(b)\nWeighted Average Exercise Price of Outstanding Options, Warrants and Rights(c)\nNumber of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in Column (a))\n\nEquity compensation plans approved by security holders1,226,546 \n(1)\n$16.97 3,417,000 \n(2)\n\nEquity compensation plans not approved by security holders1,000,000 \n(3)\n7.15 — \n\nTotal2,226,546 $9.87 3,417,000 \n\n(1)Includes (a) 382,700 common shares issuable upon the exercise of outstanding options (282,700 of which are vested and exercisable), (b) 465,469 restricted common shares that may be issued in respect of notional units granted under the 2023 Performance Share Plan (the \"2023 PSP\") upon the satisfaction of certain conditions (assumes a maximum payout), (c) 285,853 restricted common shares that may be issued in respect of notional units granted under the 2024 Performance Share Plan (the \"2024 PSP\") upon the satisfaction of certain conditions (assumes a payout between target and maximum), (d) 77,344 common shares or restricted common shares that may be issued in respect of notional units or LTIP units granted under the 2025 Performance Share Plan (the \"2025 PSP\") upon the satisfaction of certain conditions (assumes a payout between minimum and target) and (e) 15,180 common shares that may be issued in respect of time-vested LTIP units. Because there is no exercise price associated with the 2023 PSP, 2024 PSP, 2025 PSP awards or time-vested LTIP units, such awards are not included in the weighted average exercise price calculation.\n\n(2)Represents common shares available for issuance under the Amended and Restated Incentive Award Plan. Under the Amended and Restated Incentive Award Plan, the Company may award stock options, restricted common shares, restricted share units, performance awards, dividend equivalents, deferred shares, deferred share units, share payments profit interests, and share appreciation rights. Share availability under the Amended and Restated Incentive Award Plan was determined using the same assumptions with respect to outstanding performance-based awards as is stated above in footnote (1).\n\n(3)Includes 1,000,000 common shares issuable upon the exercise of outstanding options that were issued to our Chief Executive Officer, Stephen J. Yalof, as an inducement to his entering into employment with the Company and were granted outside of the Company’s shareholder approved equity plan pursuant to New York Stock Exchange rules. The options to purchase common shares have an exercise price of $7.15. One-fourth of the options vested on each of December 31, 2020, 2021, 2022, and 2023, respectively. The vested options became exercisable once the fair market value of the Common Shares underlying the options became at least equal to 110% of the exercise price of the options.\n\n81"}