XML 22 R12.htm IDEA: XBRL DOCUMENT v3.25.3
Noncontrolling Interests - Holders of Convertible Limited Partnership Units in the Operating Partnership
9 Months Ended
Sep. 30, 2025
Noncontrolling Interest [Abstract]  
Noncontrolling Interests - Holders of Convertible Limited Partnership Units in the Operating Partnership Noncontrolling Interests - Holders of Convertible Limited Partnership Units in the Operating Partnership
As of September 30, 2025, the B. F. Saul Company and certain other affiliated entities, each of which is controlled by B. Francis Saul II and his family members, (collectively, the "Saul Organization") held an aggregate 29.8% limited partnership interest in the Operating Partnership represented by approximately 10.4 million convertible limited partnership units. As of December 31, 2024, the Saul Organization held an aggregate 29.0% limited partnership interest in the Operating Partnership represented by approximately 10.0 million convertible limited partnership units. These units are convertible into shares of Saul Centers' common stock, at the option of the unit holder, on a one-for-one basis provided that, in accordance with the Company's Articles of Incorporation, the rights may not be exercised at any time that the Saul Organization beneficially owns or will own after the exercise, directly or indirectly, in the aggregate more than 39.9% of the value of the outstanding common stock and preferred stock of Saul Centers, excluding shares credited to directors' deferred fee accounts (See Note 8). As of September 30, 2025, approximately 1,451,000 units held by the Saul Organization could be converted into shares of Saul Centers common stock. As of December 31, 2024, approximately 600,000 units held by the Saul Organization could have been converted into shares of Saul Centers common stock.

As of September 30, 2025 and December 31, 2024, a third-party investor held a 1.3% and 1.4%, respectively, limited partnership interest in the Operating Partnership represented by 469,740 convertible limited partnership units. At the option of the unit holder, these units are convertible into shares of Saul Centers' common stock on a one-for-one basis; provided that, in lieu of the delivery of Saul Centers' common stock, Saul Centers may, in its sole discretion, deliver cash in an amount equal to the value of such Saul Centers' common stock.
The impact of the aggregate 31.1%, as of September 30, 2025, and 30.4%, as of December 31, 2024, limited partnership interest in the Operating Partnership held by parties other than Saul Centers is reflected as Noncontrolling Interests in the accompanying consolidated financial statements. Weighted average fully diluted partnership units and common stock outstanding for the three months ended September 30, 2025 and 2024, were approximately 35.1 million and 34.6 million, respectively, and for the nine months ended September 30, 2025 and 2024, were approximately 34.9 million and 34.5 million, respectively.