DEF 14A of Tanger Inc., Mar 28, 2025

DEF 14A of Tanger Inc.

Filed Mar 28, 2025 · FY20240000899715-25-000096

Open on EDGAR

  1. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

  2. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | 1-Year Total Shareholder Return | 3-Year Total Shareholder Return |

  3. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | Tanger Inc. | 2025 Proxy Statement | 5 |

  4. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | Net Income | Net income available to common shareholders was $0.88 per Common Share, or $98.6 million, for the year ended December 31, 2024 compared to net income available to common shareholders of $0.92 per Common Share, or $99.1 million, for the year ended December 31, 2023. | | Core Funds from Operations (“Core FFO”)* | Core FFO available to common shareholders was $2.13 per Common Share, or $247 million, for the year ended December 31, 2024 compared to $1.96 per Common Share, or $217.6 million, for the year ended December 31, 2023.* | | Same Center Net Operating Income (“NOI”)* | Same Center NOI for the consolidated portfolio increased to $333.4 million for 2024 from $317.2 million for 2023 driven by growth in occupancy and rental rates during 2024. | | Occupancy | 98% occupancy for the consolidated portfolio on December 31, 2024 (compared to 97.3% on December 31, 2023). On a same center basis, occupancy was 98.2% compared to 97.3% on December 31, 2023. | | Quarterly Common Share Cash Dividends | Paid $1.085 per Common Share in dividends during 2024. We paid an all-cash dividend every year since becoming a public company in May 1993. | | Average Tenant Sales | Average tenant sales were $444 per square foot for the total portfolio for the year ended December 31, 2024, an increase of 1.8% compared to the year ended December 31, 2023. | | Net Debt to Adjusted EBITDA Ratio* | Net Debt to Adjusted EBITDAre (calculated as Net Debt divided by Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate (“Adjusted EBITDAre”)) was 4.8x for the twelve months ended December 31, 2024 compared to 5.8x for the year ended December 31, 2023. Management estimates that Net Debt to Adjusted EBITDAre would be in a range of 4.9x to 5.0x for the December 31, 2024 period assuming a full twelve months of Adjusted EBITDAre for The Promenade at Chenal, which was added to the portfolio during the fourth quarter of 2024, and after giving effect to the acquisition of Pinecrest in February 2025 for $167.0 million and assuming a full twelve months of Adjusted EBTIDAre.* | | Interest Coverage Ratio* | Interest coverage ratio (calculated as Adjusted EBITDA* divided by interest expense) for the consolidated portfolio improved to 5.0 times for 2024 from 5.2 times for 2023. | | Debt Compliance | Remained in full compliance with all debt covenants as of December 31, 2024. | | Occupancy Cost Ratio | Occupancy cost ratio (calculated as annualized occupancy costs as of the end of the reporting period as a percentage of tenant sales for the trailing twelve-month period) of 9.5% for the year ended December 31, 2024 compared to 9.3% for the year ended December 31, 2023. |

  5. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    *Core FFO, Same Center NOI, Net Debt, Adjusted EBITDA, Net Debt to Adjusted EBITDA ratio and interest coverage ratio are non-GAAP (as defined below) financial measures that the Company’s management believes to be important supplemental indicators of our operating performance and which are used by securities analysts, investors and other interested parties in the evaluation of REITs, but are not measures computed in accordance with generally accepted accounting principles in the United States (“GAAP”). Net Debt to Adjusted EBITDA (pro forma) incorporates Adjusted EBITDA from properties acquired or opened during 2024, assuming a full year of Adjusted EBITDA for these. For a discussion of Core FFO, Same Center NOI, Net Debt and Adjusted EBITDA including a reconciliation to their most directly comparable GAAP equivalent, please see Appendix A to this Proxy Statement. During 2024, we further strengthened our balance sheet to position the Company with the liquidity and flexibility to invest in our growth. In April 2024, we entered into amendments to our unsecured lines of credit, which, among other things, increased the borrowing capacity from $520 million to $620 million under the unsecured lines of credit, with an accordion feature to increase total borrowing capacity to $1.2 billion, extended the maturity date from July 14, 2025 to April 12, 2028 (which may be extended by one additional year by exercising extension options), and reduced the applicable pricing margin from Adjusted Secured Overnight Financing Rate (“SOFR”) plus 100 basis points to Adjusted SOFR plus 85 basis points based on the Company's current credit rating. As of December 31, 2024, the outstanding balance of the Company’s $325 million unsecured term loan, which matures in January 2027 plus a one-year extension, was fixed with interest rate swaps at weighted average of 3.9%. During 2024, the Company sold 3.4 million shares at a weighted average price of $34.34 per share, generating gross proceeds of $115.9 million. In addition, during 2024, we sold an aggregate of 1.9 million shares under our prior “at the market” offering program (the “Prior ATM Program”), which were subject to forward sale agreements, for an estimated aggregate gross value of $69.7 million based on the initial forward sale price with respect to each forward sale agreement. In February 2024, the Board approved the authorization of a new $400 million “at the market” offering program, terminating the old program which had $ 34.5 million remaining, except with respect to outstanding forward sales.

  6. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | 6 | Tanger Inc. | 2025 Proxy Statement |

  7. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    As of December 31, 2024, our consolidated outstanding debt aggregated approximately $1.6 billion with $66.2 million of floating rate debt, representing approximately 4% of total consolidated debt and 1% of total enterprise value. Approximately 97% of our total consolidated square footage was unencumbered by mortgages. As of December 31, 2024, our outstanding debt had a weighted average interest rate of 4.0% and a weighted average term to maturity, including extension options, of approximately 3.7 years. We have no significant debt maturities until September 2026, and we ended 2024 with $47 million of cash and cash equivalents and short-term investments, along with $620 million of capacity available under our $620 million unsecured lines of credit. Our Mission, Vision and Core Values

  8. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | Our Mission To deliver the best value, experience, and opportunity for our communities, stakeholders, and partners | | | Our Vision Using customer insights and experience to inform the future of shopping | | | | Consider Community First Our diverse communities are the heartbeat of our business. Our decision-making must reflect the varied perspectives that contribute to making Tanger a welcoming environment for all. Our philanthropic and sustainable commitments exist to better all the communities we serve. | | | Act Fairly & With Integrity Our bond is strongest when we act with integrity and fairness in everything we do. Tanger’s commitment to ethics lives throughout every level, interaction, and function of the organization, and is what we are known for. | | | Seek The Success Of Others We are all in this together, and we believe true success can only be achieved when it is experienced by our shoppers, retailers, and team members alike. We strive to create a culture of inclusion, where we can all be better—together. | | | Make It Happen This is the Tanger state of mind, and it is deeply rooted in our heritage. We are empowered to take smart risks, to innovate, and to use our voices to advocate for our ideas and for others within our communities. |

  9. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | Tanger Inc. | 2025 Proxy Statement | 7 |

  10. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    Our Approach to Corporate Responsibility We believe that supporting strong communities and making conscious decisions about our impact on our planet align with our business strategies to create long-term value for our shareholders, retail partners and employee team members. We integrate programs into our business practices which seek to address the issues most important to our stakeholders. Our Core Values form the foundation of our approach as we set goals to create positive social and economic impact while reducing our environmental footprint. A portion of our 2024 short-term incentive plan for our named executive officers was contingent on achieving goals in support of making meaningful progress towards the Company’s 2050 Carbon Neutral goal by enhancing our corporate sustainability reporting, increasing the resiliency of our centers and improving accuracy and auditability of our environmental data. Stakeholder Alignment Stakeholder assessments and business priorities drive the strategy behind our corporate responsibility programs. We begin by identifying opportunities and risks, and leverage external frameworks and engage stakeholders, executives and our Board members to help identify key issues impacting our business. These key issues are translated into operational priorities and processes across the Company. In 2025, we are partnering with a third party to refresh our materiality assessment in alignment with double materiality to evaluate the impact of environmental and social issues on our financial performance. We believe that this double materiality assessment will provide us with valuable insights that we can use to ensure that our priorities are in alignment with the view and opinions of our stakeholders. Governance and Reporting Our Executive Committee leads the governance of our corporate responsibility programs and is chaired by our General Counsel. Consisting of executives from various functional areas of our Company, including, without limitation, Operations, Finance and People and Culture, the Executive Committee advises on the Company's approach to corporate responsibility. The Executive Committee monitors progress toward achievement of goals and communicates priority issues to senior leadership. Our Nominating and Corporate Governance Committee of our Board provides oversight of risks related to environmental, social and sustainability matters to ensure such risks are managed appropriately and regularly reviews our programs and practices to ensure alignment with our overall business strategy.

  11. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | 8 | Tanger Inc. | 2025 Proxy Statement |

  12. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | Proxy Summary |

  13. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | | This summary highlights information contained elsewhere in this Proxy Statement and does not encompass all the information that you should consider. Please read the Proxy Statement in its entirety before voting. The Board of Directors of Tanger Inc. (NYSE:SKT) is soliciting your proxy for use at the Annual Meeting of Shareholders of the Company to be held on Friday, May 9, 2025. Unless the context indicates otherwise, the term “Company” refers to Tanger Inc. and the term “Operating Partnership” refers to Tanger Properties Limited Partnership. The terms “we,” “our” and “us” refer to the Company or the Company and the Operating Partnership together, as the context requires. The Board of Directors of Tanger Inc. (NYSE:SKT) is soliciting your proxy for use at the Annual Meeting of Shareholders of the Company (the “Annual Meeting”) to be held on Friday, May 9, 2025. All holders of record of our common shares, par value $0.01 per share (referred to as “Common Shares”), as of the close of business on the record date, March 13, 2025, are entitled to attend and vote on all proposals at the Annual Meeting. We anticipate that our Proxy Statement and proxy card will be first sent or available to shareholders on or about March 28, 2025. What is New in this Proxy Statement •Changes in board composition reflecting the election of Sonia Syngal and the impending retirement of Dave Henry •Enhanced disclosure around director skills and experience •A description of our Insider Trading Compliance Policy •Disclosure relating to the general timing of equity-based awards to our executives and our Board members | | | | | GENERAL INFORMATION Meeting: Annual Meeting of Shareholders Date: May 9, 2025 Time: 10:00 a.m., Eastern Time Location: www.meetnow.global/MMA6LPR Record Date: March 13, 2025 Stock Symbol: SKT Exchange: New York Stock Exchange Common Shares Outstanding: 113,203,117 State of Incorporation: North Carolina Public Company Since: 1993 Corporate Website: www.tanger.com Investor Relations Website: investors.tanger.com | |

  14. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    The Annual Meeting will be a virtual meeting, which will be conducted solely via remote participation by visiting www.meetnow.global/MMA6LPR. You will be able to attend the Annual Meeting online, vote your shares electronically and ask questions during the meeting. A virtual meeting enables increased shareholder attendance and participation because shareholders can participate from any location around the world. In addition, hosting a virtual meeting helps us to maintain a safe and healthy environment for our directors, members of management and shareholders who wish to attend the Annual Meeting. To participate in the Annual Meeting, you will need to review the information included on your Notice of Internet Availability of Proxy Materials, on your proxy card or on the instructions that accompanied your proxy materials.

  15. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING TO BE HELD ON FRIDAY, May 9, 2025. This Proxy Statement and our Annual Report for the year ended December 31, 2024 (the “Annual Report”) to Shareholders are available at www.envisionreports.com/SKT. The information found on, or otherwise accessible through, our website is not incorporated by reference into, nor does it form a part of, this Proxy Statement. |

  16. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | Tanger Inc. | 2025 Proxy Statement | 9 |

  17. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | | | | | | | | The Board recommends a vote FOR each director nominee. | See page 18 |

  18. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    Directors We believe that the composition of our Board of Directors (the “Board” or “the Board of Directors”) is balanced, that it reflects diversity in experience, professional background, gender, ethnicity, areas of expertise and perspectives, and that the range of tenures of our directors creates a synergy between institutional knowledge and new perspectives. As a corporate governance best practice, our Nominating and Corporate Governance Committee annually considers the composition of our Board and standing Board committees to ensure an appropriate balance and a diversity of perspectives. In September 2024, we appointed Sonia Syngal to the Board of Directors. Ms. Syngal’s appointment reflects our focused effort to refresh the composition of the Board and foster a diverse composition of its members. Furthermore, Mr. Henry will retire from the Board at the end of his current term at the Annual Meeting and the size of the Board will be reduced to nine. Ms. Syngal is a retail industry leader with 18 years of experience at The Gap, Inc., serving as Chief Executive Officer from 2020 to 2022 and President and Chief Executive Officer of Old Navy from 2016 to 2020. She has a proven track record in global supply chain operations, brand management, and product innovation across retail, technology, and automotive sectors.

  19. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | 10 | Tanger Inc. | 2025 Proxy Statement |

  20. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    The table below outlines the ages, tenures, independence and committee membership of our director nominees for the annual meeting to be held on May 9, 2025. For more information about our director nominees and their qualifications, please see “Proposal 1 - Election of Directors.”

  21. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | | JEFFREY B. CITRIN Independent | | SANDEEP L. MATHRANI Independent | | THOMAS J. REDDIN Independent | | Age: 67 Years on Board: 10 | | Age: 62 Years on Board: 3 | | Age: 64 Years on Board: 14 | | | | BRIDGET M. RYAN-BERMAN* Independent | | SUSAN E. SKERRITT Independent | | SONIA SYNGAL Independent | | Age: 64 Years on Board: 16 | | Age: 70 Years on Board: 6 | | Age: 55 Years on Board: <1 | | | | STEVEN B. TANGER** | | LUIS A. UBIÑAS Independent | | STEPHEN YALOF*** | | Age: 76 Years on Board: 31 | | Age: 62 Years on Board: 5 | | Age: 62 Years on Board: 4 | |

  22. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | * Lead Independent Director ** Chair of the Board *** Chief Executive Officer and President | AC Audit Committee CC Compensation and Human Capital Committee NC Nominating and Corporate Governance Committee | Chair Member |

  23. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | Tanger Inc. | 2025 Proxy Statement | 11 |

  24. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    Board Snapshot*

  25. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | Independence |

  26. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | ■ | Non-Independent Directors | | ■ | Independent Directors |

  27. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | Tenure and Average Age |

  28. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | ■ | 3 years or less | | ■ | 4-10 years | | ■ | Greater than 10 years |

  29. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | Gender and Racial/Ethnic Diversity |

  30. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | ■ | Racial/Ethnic Diversity | | ■ | Gender Diversity (Female) | | ■ | Not Diverse Based on Gender or Race/Ethnicity |

  31. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | Committee Independence |

  32. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | ■ | Not Independent | | ■ | Independent |

  33. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    * Reflects the composition of the Board following David Henry’s retirement at the Annual Meeting. Board Skills and Experience

  34. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | | Retail Industry/ Retail Leasing | | Marketing/ Digital | | Financial Literacy/ Accounting | | | | | | | | | | CEO/Business Head | | Technology/ Privacy | | Human Capital Management/ Compensation | | | | | | | | | | Public REIT/ Capital Markets | | Cybersecurity | | Enterprise Risk Management | | | | | | | | | | Real Estate/ Capital Allocation | | Corporate Governance/Ethics | | | | | | | | | |

  35. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | 12 | Tanger Inc. | 2025 Proxy Statement |

  36. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    Governance Highlights Strong Corporate Governance Practices

  37. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | INDEPENDENCE | BEST PRACTICES | | •8 of 10 current directors are independent •Lead Independent Director of the Board •All Board committees composed entirely of independent directors •Regular executive sessions of non-management directors and independent directors •Board and committees may hire outside advisors independently of management | •Active shareholder engagement process •Diverse perspectives reflected in Board and Senior Management •Strategy and risk oversight by the Board and its Committees •Share ownership guidelines for named executive officers and non-employee directors •Complete annual Board evaluations •Annual election of Directors with majority voting in uncontested elections •No stockholder rights plan |

  38. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | RISK OVERSIGHT | Audit Committee •Enterprise Risk Management (including cybersecurity risks) •Internal controls over financial reporting •Interest rate risk and hedging strategies Compensation and Human Capital Committee •Human capital management, including, retention, succession, diversity, culture and engagement •Incentive and equity-based compensation plan design and levels for executive officers Nominating and Corporate Governance Committee •Corporate governance principles •Annual self-assessment process •Environmental, social and sustainability matters and alignment of programs related thereto with our business strategy | | The Board is responsible for overseeing our risk management process and each of our Committees has specific risk management responsibilities to assist the Board, as follows: | |

  39. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    | Tanger Inc. | 2025 Proxy Statement | 13 |

  40. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    Active Stakeholder Engagement

  41. How We Engage

    | | | Pay Element | | Objectives | | | | CEO | Other NEOs | | | | | Base Salary | Base Salary | To provide competitive fixed pay at a level consistent with the individual’s job responsibilities relative to such individual’s peers | | | | | | | | | | Annual Incentive Cash Bonus | Annual Incentive Cash Bonus | To incentivize management to achieve the Company’s strategic and financial goals for the fiscal year, generally using a formulaic calculation | | | | | | | | | | Annual Long-Term Time-Based Equity Incentive | Annual Long-Term Time-Based Equity Incentive | To reward prior year performance and support the retention of senior management, while exposing recipients to the same market fluctuations as shareholders and thereby motivating management to create long-term shareholder value | | | | | | | | | | Performance Share Plan | Performance Share Plan | To enhance the pay-for-performance structure and shareholder alignment, while motivating and rewarding senior management for total shareholder return (“TSR”) performance in excess of rigorous, predetermined absolute and relative hurdles | | | | | | |

  42. How We Engage

    | | What We Do Not Do | | Provide Tax Gross-Ups Provide Excessive Perquisites Reprice Share Options Provide Excessive Change of Control or Single-Trigger Change of Control Severance Payments | |

  43. How We Engage

    | Tanger Inc. | 2025 Proxy Statement | 17 |

  44. How We Engage

    | | | | | The Board recommends that you vote FOR all of the director nominees set forth below. |

  45. How We Engage

    Our By-Laws provide that directors be elected at each annual meeting of our shareholders. The Board has nominated nine director candidates for election to the Board at the Annual Meeting. Each of the nine nominees for director designated below is presently a director of the Company. It is expected that each of these nominees will be able to serve, but if any such nominee is unable to serve, or for good cause will not serve, the proxies reserve discretion to vote for a substitute nominee or nominees designated by the Board, or the Board may elect to reduce its size. The terms of all of our directors expire at the next annual meeting of our shareholders or when their successors are elected and qualified. Director Resignation Policy Our By-Laws provide that in uncontested elections, nominees will be elected if votes cast for each nominee’s election exceed the votes cast against such nominee’s election, provided that a quorum is present. Pursuant to our director resignation policy, the Board will nominate for re-election as directors only candidates who agree to tender their irrevocable resignation at or prior to their nomination. In addition, the Board will fill director vacancies and new directorships only with candidates who agree to tender, promptly following their appointment to the Board, the same form of resignation tendered by other directors in accordance with the director resignation policy. The resignations will only become effective upon the occurrence of both the failure to receive the required majority vote for election and Board acceptance of the resignations. If a director nominee does not receive the required vote, the Nominating and Corporate Governance Committee or another committee consisting solely of independent directors (excluding the director nominee in question) will consider and make a recommendation to the Board as to whether to accept or reject the director nominee’s previously tendered resignation. The Board (excluding the director nominee in question) will make a final determination as to whether to accept or reject the director nominee’s resignation within 90 days following the certification of the shareholder vote. The Nominating and Corporate Governance Committee and the Board may consider any factors they deem relevant in deciding whether to accept a director’s resignation. The Company will then promptly disclose the Board’s decision in a document furnished or filed with the SEC. Board Diversity and Refreshment The Board seeks a mix of backgrounds and experience among its members. We believe that decision-making is improved when various perspectives contribute to the discussion. In evaluating director candidates, the Nominating and Corporate Governance Committee uses its judgment to identify nominees whose viewpoints, backgrounds, experience, gender, race, ethnicity and other attributes, taken as a whole, contribute to the high standards of Board service at the Company. While the Board does not follow any ratio or formula to determine the appropriate mix, as reflected in our Corporate Governance Guidelines, the Nominating and Corporate Governance Committee is committed to including highly qualified women and minority candidates in each search the Board undertakes. The diversity of backgrounds, skills, experience, viewpoints and leadership in different fields among our Board members reflects our commitment to ensuring a broad range of ideas are contributed to Board discussions, and the range of tenures of our directors creates a synergy between institutional knowledge and new perspectives. The Nominating and Corporate Governance Committee assesses its performance as to all aspects of the selection and nomination process for directors, including the diversity of backgrounds, skills, experience and viewpoints, as part of its annual self-evaluation process. The Corporate Governance Guidelines provide that directors are generally expected to retire from the Board at the annual meeting of shareholders that follows the director’s 75th birthday, however, the Board may, upon the recommendation of the Nominating and Corporate Governance Committee, request that the director continue to serve until the next annual meeting, when once again the Nominating and Corporate Governance Committee shall make a determination to either accept such director’s offer to retire or recommend that the director stand for re-election. In accordance with this policy, both Mr. Henry and Mr. Tanger offered not to stand for re-election at the upcoming Annual Meeting. Mr. Henry will retire from the Board at the end of his term, however, the Board, in recognition of Mr. Tanger’s substantive knowledge of the outlet sector and his role in our Board leadership structure, has re-nominated Mr. Tanger to serve on the Board and will re-evaluate his continued service, in accordance with the Company’s policy, in connection with the Company’s annual meeting to be held in 2026. The Board elected Sonia Syngal as a director of the company, effective September 23, 2024. Ms. Syngal is the former CEO of The Gap Inc. and has nearly 30 years of industry experience and leadership, with a proven track record in global supply chain operations, brand management, and product-to-market innovation across the retail, technology, and automotive sectors. At the May 17, 2024 Board meeting, Susan E. Skerritt was reelected to serve as Audit Committee Chair, Tom Reddin was reelected to serve on the Compensation and Human Capital Committee Chair, and Luis A. Ubiñas was reelected to serve as Nominating and Corporate Governance Committee Chair.

  46. How We Engage

    | 18 | Tanger Inc. | 2025 Proxy Statement |

  47. How We Engage

    Nominee Qualifications The biographical description below for each nominee includes the specific experience, qualifications, attributes and skills that led to the conclusion by the Board that such person should serve as a director of the Company. Each of our director nominees has achieved an extremely high level of success in his or her career. In these positions, each has been directly involved in the challenges relating to setting the strategic direction of or managing and overseeing the financial performance, personnel and processes of complex, public and private companies. Each has had exposure to effective leaders, and as a result, we believe has developed the ability to judge leadership qualities. Each also has experience in serving as an executive or on the board of directors of at least one other major corporation, which we believe provides additional relevant experience on which each nominee can draw. Information Regarding Nominees

  48. How We Engage

    | | | | | | •Co-Founder and Executive Chairman of Temerity Strategic Partners. •Managing Principal of Hectad Strategic Partners, a private investment firm he founded in 2021. •Special Advisor of Square Mile Capital Management LLC, now known as Affinius Capital, a private New York-based investment firm he founded focusing on real estate-related opportunities since January 2021, Vice President/Senior Advisor from 2017 to 2020, and Managing Principal of Square Mile from 2006 to 2017. •President of Blackacre Capital Management LLC (now known as Cerberus Institutional Real Estate), which he co-founded, from 1994 to 2005. •Managing Director of the Commercial Mortgage Investment Unit of Oppenheimer & Company, Inc. from 1993 to 1994. •Vice President of the Distressed Real Estate Principal Group of Credit Suisse First Boston, Inc. from 1991 to 1993. •Vice President of the Real Estate Investment Banking Unit of Chemical Bank from 1986 to 1991. •Attorney in the real estate practices of Kelley Drye & Warren LLP and Proskauer Rose LLP from 1983 to 1986. •Previously served as an Independent Director of Trinity Place Holdings from 2018 to 2024, and as an Independent Trustee of First Union Real Estate and Mortgage (now known as Winthrop Realty Trust) from 2001 to 2003. •Serves on the Board of Trustees of the Aspen Art Museum, and on the advisory boards of the Hospital for Special Surgery in New York and the Hood Museum of Art. | QUALIFICATIONS FOR THE TANGER BOARD Mr. Citrin has over 35 years of experience in public company and private company real estate investment during which he has structured complex real estate and financial transactions. The Board benefits from this technical experience as well as from Mr. Citrin’s extensive executive, management and legal experience. OTHER CURRENT PUBLIC COMPANY BOARDS None |

  49. How We Engage

    | Tanger Inc. | 2025 Proxy Statement | 19 |

  50. How We Engage

    | | | | | | •Managing Director since 2023 of Sycamore Executive Advisors, an affiliate of Sycamore Partners, with responsibility for providing real estate strategy for the portfolio. •Chairman, Chief Executive Officer, and Director of WeWork Inc., a commercial real estate company, from 2020 to 2023. •Chief Executive Officer of Brookfield Properties’ retail group, a commercial real estate agency, and Vice Chairman of Brookfield Properties from 2018 to 2019. •Chief Executive Officer of GGP Inc. for eight years, during which he recapitalized the company from bankruptcy in 2010 and led eight successful years of growth prior to the successful $9.25 billion acquisition of GGP by Brookfield Property Partners in 2018. •President of Retail at Vornado Realty Trust, a real estate investment trust company, from 2002 to 2010. •Executive Vice President at Forest City Ratner Companies, LLC from 1994 to 2002. •Former Chair and current Executive Board member of the National Association of Real Estate Investment Trusts, as well as a former Trustee of the International Council of Shopping Centers. | QUALIFICATIONS FOR THE TANGER BOARD With more than three decades of professional experience and insight, as well as a proven record of success in the real estate industry, Mr. Mathrani brings dynamic value and further strengthens the talent represented on the Board. OTHER CURRENT PUBLIC COMPANY BOARDS Lucky Strike Entertainment Corp. (NYSE: LUCK) Dick’s Sporting Goods, Inc. (NYSE: DKS) |

  51. How We Engage

    | 20 | Tanger Inc. | 2025 Proxy Statement |

  52. How We Engage

    | | | | | | •Non-Executive Chair of the Board from May 20, 2016 to May 17, 2019. •Managing Partner and Owner of Red Dog Ventures, LLC, a private equity and venture capital firm, since 2009. •Chief Executive Officer of Richard Petty Motorsports from 2008 to 2009. •Chief Executive Officer of LendingTree.com from 2005 to 2007; President and Chief Operating Officer from 2000 to 2005. •Various senior leadership positions at The Coca-Cola Company from 1995 to 1999, including Vice President, Consumer Marketing of Coca-Cola USA, and at Kraft Foods, Inc. from 1982 to 1995. •Previously served on the Board of Directors of Premier Farnell plc from 2010 to 2016 and of Valassis Communications Inc. from 2010 to 2014 and R.H. Donnelley from 2007 to 2010. | QUALIFICATIONS FOR THE TANGER BOARD Mr. Reddin has over 38 years of experience in general management and e-commerce, including managing some of the leading brands in their respective categories. His experience in growing and building digital businesses and developing and marketing leading consumer brands enables him to provide invaluable insights into helping the Company elevate its brand and advance its digital strategy. He is certified in Cyber Security Risk Oversight by the Software Engineering Institute at Carnegie Mellon University & NACD and has experience overseeing cyber security risk management as CEO of LendingTree.com. OTHER CURRENT PUBLIC COMPANY BOARDS Asbury Automotive Group (NYSE: ABG) Deluxe Corporation (NYSE: DLX) |

  53. How We Engage

    | Tanger Inc. | 2025 Proxy Statement | 21 |

  54. How We Engage

    | | | | | | •Lead Independent Director since July 1, 2023. •Managing Partner at Ryan-Berman Advisory, LLC, a strategic advisory and consulting firm, since January 2018. •Chief Experience Officer of Enjoy Technology, Inc., a provider of setup and training services for tech products, from June 2016 to December 2017. •Independent consultant advising multi-channel brands and companies on business innovation and large-scale transformation designed around the customer experience from 2015 to 2016. •Chief Executive Officer of Victoria’s Secret Direct, LLC, an online and catalog division of Victoria’s Secret, a specialty retailer of women’s lingerie, beauty products, apparel and accessories from 2011 to 2015. •Independent consultant advising clients in the retail, wholesale and financial investment sectors providing strategic planning, business development and executive coaching services. •Chief Executive Officer of Giorgio Armani Corp., the wholly owned U.S. subsidiary of Giorgio Armani S.p.A., a provider of fashion and luxury goods products, from 2006 to 2007. •Vice President/Chief Operating Officer of Apple Computer Retail from 2004 to 2005. •Various executive positions with Polo Ralph Lauren Corporation, including Group President of Polo Ralph Lauren Global Retail, from 1992 to 2004 and various capacities at May Department Stores, Federated Department Stores and Allied Stores Corp. from 1982 to 1992. •Previously served on the Board of Directors of J. Crew Group, Inc., Tegra Global, and as Chair of the Board of Directors of BH Cosmetics. •Co-founder of Miraclefeet, a non-profit organization providing technical and financial support to children and families for the treatment of clubfoot in developing countries. •Former Chair of the Dean's Cabinet of the Advisory Council for Virginia Tech’s Pamplin College of Business. She serves on the University’s Alumni Association Board and was previously on the University's Foundation Board. She also serves on the Board of Trustees for Benedictine Schools of Richmond. | QUALIFICATIONS FOR THE TANGER BOARD For more than three decades, Bridget Ryan-Berman has been responsible for business development, consumer strategies and retail operations at leading global fashion and luxury goods companies. She serves as a strategic advisor and board director for multi-channel consumer companies focused on the acceleration of brand growth and business development, digital transformation and consumer engagement. Ms. Ryan-Berman’s extensive experience in apparel and retailing enables her to provide invaluable insight into the environment in which the Company operates. OTHER CURRENT PUBLIC COMPANY BOARDS Asbury Automotive Group (NYSE: ABG) Newell Brands Inc. (NASDAQ: NWL) |

  55. How We Engage

    | 22 | Tanger Inc. | 2025 Proxy Statement |

  56. How We Engage

    | | | | | | •Chief Executive Officer of West Walk Advisors, LLC, a private advisory firm she founded in 2018. •Senior Advisor to Boston Consulting Group, a global consulting firm, providing treasury management services to the group’s clients from 2019 to 2022. •Senior Advisor to Promontory Financial Group, a financial service company and an IBM company, guiding clients on regulatory and risk management measures, from 2018 to 2021. •Chairwoman, Chief Executive Officer and President of Deutsche Bank Trust Company Americas, Deutsche Bank’s U.S. commercial banking entity, from 2016 to 2018. Beginning in 2013, she led the transaction banking businesses in North and South America, and also led the global correspondent banking business. •A seven-year career at Bank of New York Mellon Trust Company, N.A., including serving as an Executive member of the Board of Directors and as an Executive Vice President, co-leading the acquisition and integration of the JPMorgan Corporate Trust business. •Various leadership roles at companies including Morgan Stanley, Treasury Strategies, Inc., Ernst & Young and Manufacturers Hanover Trust Company. •Previously served on the Board of Directors of VEREIT, Inc. from February 2021 to November 2021. •Previously served as a Director of RBC U.S. Group Holdings LLC, the private intermediate holding company for Royal Bank of Canada’s U.S. operations, and the Falcon Group, a private inventory management solutions business. •Serves on the Board of Trustees of Hamilton College since 1994 and as an elected trustee of the Village of Saltaire in Fire Island, New York since 2022. •Previously served on the Board of Trustees of The Brooklyn Hospital Center from 2013 to 2022. | QUALIFICATIONS FOR THE TANGER BOARD With a 40-year financial career as a demonstrated leader with deep expertise in global financial markets, regulatory compliance, and risk management, Ms. Skerritt brings valuable perspective to the Board. Ms. Skerritt is also certified by the National Association of Corporate Directors (NACD) Cyber-Risk Oversight Program and is an NACD Board Leadership Fellow. OTHER CURRENT PUBLIC COMPANY BOARDS Community Financial System, Inc. (Not standing for re-election in 2025) (NYSE: CBU) IG Group Holdings plc (LSE: IGG) |

  57. How We Engage

    | Tanger Inc. | 2025 Proxy Statement | 23 |

  58. How We Engage

    | | | | | | •Senior Advisor to Accenture since 2024. •Chief Executive Officer and Director of The Gap, Inc. from 2020 to 2022. •President and Chief Executive Officer of Old Navy from 2016 to 2020. •Executive Vice President, Global Supply Chain and Product Operations of The Gap, Inc. 2013 to 2016. •Key leadership roles at The Gap, Inc. from 2004 to 2013, including Managing Director, Europe; Senior Vice President, International; and Senior Vice President, International Outlet. •Various positions in Fortune 500 product companies, including Sun Microsystems and Ford Motor Company, with a focus on global operations, logistics and product-to-market strategies. •Board of Governors, Boys & Girls Clubs of America since 2018. •Serves on the Board of Directors of Next Insurance since 2024. •Serves as a champion for Journey to Lead, a non-profit network designed to advance visionary women leaders. •Previously served on The Gap Foundation Board of Trustees. •Steering Committee Member of The Fashion Pact from 2021 to 2022. •Member of the California Governor’s Task Force on Business and Jobs Recovery from 2020 to 2021. | QUALIFICATIONS FOR THE TANGER BOARD Ms. Syngal is the former CEO of The Gap, Inc. and has nearly 30 years of industry experience and leadership, with a proven track record in global supply chain operations, brand management, and product-to-market innovation across the retail, technology, and automotive sectors. Ms. Syngal has served on the Board of Governors of the Boys & Girls Clubs of America since 2018 and has been a champion for Journey to Lead since 2018. OTHER CURRENT PUBLIC COMPANY BOARDS Foot Locker, Inc. (NYSE: FL) |

  59. How We Engage

    | 24 | Tanger Inc. | 2025 Proxy Statement |

  60. How We Engage

    | | | | | | •Non-Executive Chair of the Board since January 1, 2024, and Executive Chair of the Board from January 1, 2021 to December 31, 2023. •Served as the Company’s Chief Executive Officer from May 2017 to December 2020; President and Chief Executive Officer from January 2009 to May 2017; President and Chief Operating Officer from January 1995 to December 2008; and Executive Vice President from 1986 to December 1994. •Served on the Board of Directors of The Fresh Market, Inc. from June 2012 to April 2016. •Former Trustee of the International Council of Shopping Centers (ICSC), a member of the Real Estate Roundtable, and a Director and Member of the Executive Committee of the National Association of Real Estate Investment Trusts (NAREIT). | QUALIFICATIONS FOR THE TANGER BOARD Mr. Tanger joined the Company’s predecessor in 1986 and is the son of the Company’s founder, the late Stanley K. Tanger. Together with his father, Mr. Tanger helped develop the Company into a portfolio of outlet shopping centers throughout the U.S. states and in Canada. Mr. Tanger provides an insider’s perspective in Board discussions and is experienced in all aspects of the Company’s business. OTHER CURRENT PUBLIC COMPANY BOARDS None |

  61. How We Engage

    | Tanger Inc. | 2025 Proxy Statement | 25 |

  62. How We Engage

    | | | | | | •Mr. Ubiñas is Chairman of the Statue of Liberty - Ellis Island Foundation (a nonprofit organization that works to preserve the Statue of Liberty and Ellis Island) and has served in this capacity since January 2021; he previously served as Vice Chair from 2018 until 2021 and has served as a member of its board of directors since 2014. •President of the Ford Foundation from 2008 to 2013, then the second-largest foundation in the United States, where he led a broad-based restructuring of the organization, including a strategic resetting of its programs, reinvestment of over 80% of the endowment, and a rebuilding of facilities and systems. •An 18-year career at McKinsey & Company where, as a Senior Partner, he led the firm’s media practice during the transition from analog to digital and omnichannel platforms. •Previously served on the Board of Directors of Boston Private Financial Holdings from September 2017 to July 2021, Valassis Communications, Inc. from December 2012 to February 2014, and CommerceHub, Inc. from June 2016 to May 2018. •Serves on the Board of Trustees of Mercer Funds, a registered management investment company. •Member of the Advisory Board of the United Nations Fund of International Partnerships. He is also a member of the Executive Committee and Chairs the Finance Committee of the New York Public Library. | QUALIFICATIONS FOR THE TANGER BOARD As a demonstrated leader with deep expertise in helping companies adopt successful strategies during periods of transformation, Mr. Ubiñas brings valuable perspective to the Board. OTHER CURRENT PUBLIC COMPANY BOARDS AT&T (NYSE: T) Electronic Arts Inc. (NASDAQ: EA) |

  63. How We Engage

    | 26 | Tanger Inc. | 2025 Proxy Statement |

  64. How We Engage

    | | | | | | •President and Chief Executive Officer of the Company since January 2021. Mr. Yalof joined the Company in April 2020 as President and Chief Operating Officer. •Chief Executive Officer of Simon Premium Outlets of the Simon Property Group, Inc. from September 2014 to April 2020. •More than 22 years of experience in the retail industry, previously serving as Senior Vice President of Real Estate for Ralph Lauren Corporation and Senior Director of Real Estate for The Gap, Inc. •Serves as a Trustee of the International Council of Shopping Centers, as well as on the advisory boards of HeadCount and the Center for Real Estate & Urban Analysis (CREUA) at George Washington University. | QUALIFICATIONS FOR THE TANGER BOARD Mr. Yalof provides insight into the Company's operations and strategy as well as extensive experience in the real estate and retail industries. OTHER CURRENT PUBLIC COMPANY BOARDS None |

  65. How We Engage

    Vote Required. The nominees will be elected if votes cast for each nominee’s election exceed the votes cast against such nominee’s election, provided that a quorum is present. Accordingly, abstentions, broker non-votes and Common Shares present at the meeting for any other purpose but which are not voted on this proposal will not affect the outcome of the vote on the nominees. The nine nominees who were approved by the Nominating and Corporate Governance Committee for inclusion on the proxy card are standing for re-election. Director Independence Our Corporate Governance Guidelines and the listing standards of the New York Stock Exchange (“NYSE”) require that a majority of our directors be “independent” and that every member of the Board’s Audit Committee, Compensation and Human Capital Committee, and Nominating and Corporate Governance Committee be “independent,” in each case as such term is defined by the NYSE listing requirements. Generally, independent directors are those directors who are not concurrently serving as officers of the Company and who have no material relationship with us. We presently have ten directors, including eight independent directors. Our Board has affirmatively determined that the following eight current directors are “independent,” as that term is defined under the listing standards of the NYSE: Jeffrey B. Citrin, David B. Henry, Sandeep L. Mathrani, Thomas J. Reddin, Bridget M. Ryan-Berman, Susan E. Skerritt, Sonia Syngal and Luis A. Ubiñas. Steven B. Tanger served as an executive officer of the Company until December 31, 2023, and Stephen Yalof is our President and CEO, and therefore, are not independent. In determining the independence of our directors, the Board took into account that Ms. Ryan-Berman serves as the Chair of the Board of Newell Brands Inc., which owns a portfolio of brands, including one of our tenants. Additionally, Mr. Mathrani serves on the board of directors of Dick’s Sporting Goods, Inc., one of our tenants, and is a managing director of Sycamore Executive Advisors, an affiliate of Sycamore Partners, which owns a portfolio of brands, including several of our tenants. Ms. Syngal currently serves as on the board of directors of Foot Locker Inc., one of our tenants. The Board considered the nature of these relationships, the dollar value of the annual rental payments received from the respective tenant, and in addition, with respect to Mr. Mathrani’s position at Sycamore Executive Advisors, his role and line of business, and determined that the relationship does not impair Ms. Ryan-Berman’s, Mr. Mathrani’s, or Ms. Syngal’s independence.

  66. How We Engage

    | Tanger Inc. | 2025 Proxy Statement | 27 |

  67. How We Engage

    Board Leadership Structure Pursuant to our By-Laws and our Corporate Governance Guidelines, our Board determines the appropriate board leadership structure for our Company from time to time. We recognize that different board leadership structures may be appropriate for companies in different situations and so as part of our annual Board self-evaluation process, we evaluate our leadership structure to ensure that the Board continues to believe that it provides the optimal structure for our Company and shareholders. We presently operate with a non-executive Chair, a Chief Executive Officer and a Lead Independent Director. Mr. Tanger became our non-executive Chair on January 1, 2024, after having served as our Executive Chair since January 1, 2021 and prior to that as a director since May 1993. Mr. Yalof, our President and CEO, was appointed to the Board effective July 20, 2020 and became CEO on January 1, 2021. Ms. Bridget M. Ryan-Berman was appointed Lead Independent Director effective July 1, 2023. We believe our current leadership structure is the optimal structure for us at this time, providing both strong oversight and operational insight. We believe the benefits of the arrangement include the following: •Leverages the valuable expertise of Mr. Tanger, who has substantive knowledge of the outlet sector. •Affords consistent and stable leadership in the board room, with Mr. Tanger facilitating board room discussion and presiding over Board meetings. •Establishes clear leadership roles, with our Chair assuming principal responsibility for the functioning of our Board while our CEO assumes principal responsibility for the day to day operations of the Company. •Provides valuable independent oversight of management from our Lead independent Director since our non-executive Chair does not meet our independence requirements. •Creates an environment in which our President and CEO, Mr. Yalof, can effectively lead and engage our employees and work productively to create and execute the Company’s strategic vision. •Ensures effective communication between the independent directors, the Chief Executive Officer and the non-executive Chair.

  68. How We Engage

    | The Role of the Lead Independent Director | | | Bridget Ryan-Berman Lead Independent Director | Ms. Ryan-Berman has substantial experience with corporate governance and public company management, as well as deep knowledge of the Company and its governance practices. The Board believes Ms. Ryan-Berman’s tenure as a director enables her to provide a valuable perspective on Tanger’s business and risk framework and enhances her ability to challenge members of senior management. As our Lead Independent Director, Ms. Ryan-Berman has significant authority and responsibilities to provide for an effective and independent Board. In this role, she has the following responsibilities: | | EXECUTIVE SESSIONS & MEETING OF INDEPENDENT DIRECTORS | •Leads executive sessions (including of independent directors) and facilitates discussion of the Company’s strategy and key governance issues (including succession planning) •Serves as liaison between independent directors and the non-executive Chair and CEO | | PERFORMANCE EVALUATIONS | •Focuses on Board effectiveness, performance and composition with input from the Nominating and Corporate Governance Committee •Oversees and reports on annual Board and Committee self-evaluations, in consultation with the Nominating and Corporate Governance Committee •Facilitates discussions regarding the performance of Tanger senior executives | | BOARD PROCESSES AND INFORMATION | •Develops and approves the agenda for Board meetings, in consultation with the non-executive Chair, CEO and Committee Chairs •Meets regularly between Board meetings with the non-executive Chair and CEO •Sits on and attends the meetings of each Board committee | | SHAREHOLDER OUTREACH | •Responds to shareholder inquiries and leads shareholder outreach efforts, when appropriate |

  69. How We Engage

    | 28 | Tanger Inc. | 2025 Proxy Statement |

  70. How We Engage

    Risk Oversight

  71. How We Engage

    | Board of Directors •The full Board is ultimately responsible for overseeing the Company’s risk management processes, and our committees assist the Board in fulfilling this responsibility. Our Board is involved in risk oversight through direct decision-making authority with respect to fundamental financial and business strategies and major corporate activities. In addition, our Board regularly receives reports by each committee chair after each meeting regarding the applicable committee’s considerations and actions with respect to certain risks. Finally, the Board, when appropriate, receives reports directly from officers and senior management responsible for oversight of particular risks within the Company. | | | | AUDIT COMMITTEE | | •The Audit Committee is responsible for primary risk oversight related to our financial reporting, accounting and internal controls. •The Audit Committee receives reports from management at least quarterly regarding the Company’s assessment of risks. These risks relate to a range of issues including strategy, operations, legal/regulatory and cybersecurity, among others. •The Audit Committee focuses on the most significant risks facing the Company and the Company’s general risk management strategy, and also ensure that risks undertaken by us are consistent with the Board’s levels of risk tolerance. | | COMPENSATION AND HUMAN CAPITAL COMMITTEE | | •The Compensation and Human Capital Committee is responsible for overseeing our Company’s assessment and management of risk related to our Company’s compensation plans, policies and overall philosophy as more fully described under our “Compensation Review Process.” •The Compensation and Human Capital Committee maintains primary responsibility for the oversight of and risks related to human capital management, including, but not limited to, retention, management succession, diversity, culture and engagement. | | NOMINATING AND CORPORATE GOVERNANCE COMMITTEE | | •The Nominating and Corporate Governance Committee oversees risks related to corporate governance, including our overall governance framework and the development of our corporate governance principles. •The Nominating and Corporate Governance Committee oversees risks related to board and CEO succession. •The Nominating and Corporate Governance Committee maintains primary responsibility for the oversight of and risks related to environment, social and sustainability matters, including the alignment of such programs with Company strategy. | | | | MANAGEMENT •While the Board oversees our overall risk management, our management is responsible for day-to-day risk management processes, including identifying, evaluating, monitoring and managing the organization’s top risks as part of the Company’s Enterprise Risk Management (“ERM”) process. |

  72. How We Engage

    | Tanger Inc. | 2025 Proxy Statement | 29 |

  73. How We Engage

    Cybersecurity Risk Management Oversight We recognize the critical importance of developing, implementing, and maintaining robust cybersecurity measures to safeguard our information systems and protect the confidentiality, integrity, and availability of our data. Our executive management team is regularly informed of all aspects related to cybersecurity risks and incidents and we have strategically integrated cybersecurity risk management into our broader risk management framework to promote a Company-wide culture of cybersecurity risk management. We believe that this integration ensures that cybersecurity considerations are an integral part of our decision-making processes at every level. Our technology department continuously identifies, evaluates and manages material risks from cybersecurity threats to our critical computer networks, third-party hosted services, communications systems, hardware and software, and our critical data, including intellectual property, confidential information that is proprietary, strategic or competitive in nature, and tenant data in alignment with our business objectives and operational needs. The Board is focused on the critical nature of managing risks associated with cybersecurity threats. The Board has delegated to its Audit Committee oversight of management's processes for identifying and mitigating risks, including cybersecurity risks such as network security, information and digital security, data privacy and protection, and risks related to emerging technologies such as generative artificial intelligence and machine learning, to help align our risk exposure with our strategic objectives. The Audit Committee engages in regular discussions with management regarding the Company’s significant financial risk exposures and the measures implemented to monitor and control these risks, including those that may result from material cybersecurity threats. These discussions include the Company’s risk assessment and risk management policies. Assessing, identifying and managing cybersecurity related risks are integrated into our overall Enterprise Risk Management (“ERM”) process. Cybersecurity related risks are included in the population that the ERM function evaluates to assess the top risks to the enterprise on a quarterly basis. To the extent the ERM process identifies a heightened cybersecurity related risk, management develops risk mitigation plans to minimize the risk. The ERM annual risk assessment is presented to the Audit Committee. For a further description of the cybersecurity risk management policies and practices of the Board and management, see Item 1C of the Form 10-K included in the Company’s Annual Report.

  74. How We Engage

    | 30 | Tanger Inc. | 2025 Proxy Statement |

  75. How We Engage

    Attendance at Board and Committee Meetings The Board held six meetings during 2024. Each of the incumbent directors in office during 2024 attended 100% of the Board meetings and meetings of committees on which the director served, during the period in which such person served as a director. We do not have a formal policy of attendance for directors at our annual meeting of shareholders. All of our incumbent directors who were serving at the time of the 2024 annual meeting of shareholders attended the meeting. Pursuant to our Corporate Governance Guidelines, non-management directors are required to meet in executive sessions following each regularly scheduled quarterly Board meeting. The Lead Independent Director of the Board presides at all executive sessions at which he or she is in attendance. In addition, to the extent applicable, non-management directors who are not independent under the rules of the NYSE may participate in these executive sessions, but our independent directors meet in executive session at least once per year. Anti-Hedging Policy The Company has established an anti-hedging policy that prohibits our executive officers, directors and employees, their family members and any entities they control, from purchasing financial instruments, such as prepaid variable forward contracts, equity swaps, collars, and exchange funds, or otherwise engaging in transactions that hedge or offset, or are designed to hedge or offset, any decrease in the market value of the Company’s equity securities, whether such securities were granted as compensation or are otherwise held, directly or indirectly. These transactions allow the shareholder to continue to own the covered securities, but without the full risks and rewards of ownership. When that occurs, the owner may no longer have the same objectives as the company’s other shareholders. Therefore, executive officers, directors and employees may not engage in any such transactions with respect to the Common Shares they own. Committees of the Board The Board has three standing committees to facilitate and assist the Board in the execution of its responsibilities. The current committees are the Audit Committee, the Compensation and Human Capital Committee, and the Nominating and Corporate Governance Committee. In accordance with NYSE listing standards, all of the committees are comprised solely of independent directors. Charters for each of the Audit, Compensation and Human Capital, and Nominating and Corporate Governance Committees are available on the Company’s website at www.tanger.com by first clicking on “INVESTOR RELATIONS,” then ”GOVERNANCE” and then “GOVERNANCE DOCUMENTS.” The table below shows the current membership for each of the standing committees.

  76. How We Engage

    | | Age | Years on Board | Independent | Audit Committee | Compensation and Human Capital Committee | Nominating and Corporate Governance Committee | | Jeffrey B. Citrin | 67 | 10 | | | | | | David B. Henry* | 76 | 9 | | | | | | Sandeep L. Mathrani | 62 | 3 | | | | | | Thomas J. Reddin | 64 | 14 | | | | | | Bridget M. Ryan-Berman** | 64 | 16 | | | | | | Susan E. Skerritt | 70 | 6 | | | | | | Sonia Syngal | 55 | <1 | | | | | | Steven B. Tanger*** | 76 | 31 | | | | | | Luis A. Ubiñas | 62 | 5 | | | | | | Stephen Yalof**** | 62 | 4 | | | | |

  77. How We Engage

    * Mr. Henry will retire from the Board at the end of his term at the Annual Meeting. As a result, nine director nominees will stand for election. ** Lead Independent Director *** Non-Executive Chair of the Board **** President and Chief Executive Officer

  78. How We Engage

    | Member | Chair |

  79. How We Engage

    | Tanger Inc. | 2025 Proxy Statement | 31 |

  80. How We Engage

    | | | Audit Committee | | | | | | | Susan E. Skerritt | Meetings in 2024: 5 Members Jeffrey B. Citrin David B. Henry Sandeep L. Mathrani | | | The Board has established an Audit Committee currently consisting of four of our independent directors, each of whom satisfies the additional independence requirements of Rule 10A-3 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), has been determined by the Board to be “financially literate” as defined in the listing requirements of the NYSE and qualifies as an “audit committee financial expert,” as that term is defined in Item 407(d) of Regulation S-K. PURPOSE AND RESPONSIBILITIES •Assists the Board in fulfilling its oversight of: –our accounting and the integrity of our financial statements and financial reporting process; –our compliance with legal and regulatory requirements; –the qualifications and independence of our independent registered public accountants; –the performance of our independent registered public accountants and our internal audit function; –our systems of disclosure controls and procedures; and –our enterprise risk management, including risks related to cybersecurity. •Prepares any audit committee report required by the regulations of Securities Exchange Commission (“SEC”) to be included in our annual proxy statement; •Appoints, retains, oversees and provides compensation for the work of our independent registered public accountants and approves in advance, or adopts appropriate procedures to approve in advance, all audit and non-audit services provided by the independent registered public accountants; and •Discusses with management the Company’s policies with respect to risk assessment and risk management, the Company’s significant financial risk exposures and the actions management has taken to limit, monitor or control such exposures. Our Board has delegated oversight of compliance with our code of ethics to the Audit Committee, including the review of related party transactions and the granting of waivers to the code of business conduct and ethics. If the Audit Committee grants any waivers to the code of business conduct and ethics for any of our executive officers and directors, we will promptly disclose such waivers as required by law or NYSE regulations. | | | |

  81. How We Engage

    | 32 | Tanger Inc. | 2025 Proxy Statement |

  82. How We Engage

    | | | Compensation and Human Capital Committee | | | | | | | Thomas J. Reddin | Meetings in 2024: 5 Members Jeffrey B. Citrin Sandeep L. Mathrani Bridget M. Ryan-Berman | | | The Board has established a Compensation and Human Capital Committee currently consisting of four of our independent directors, each of whom meets the NYSE’s additional standards for compensation committee membership and qualifies as a non-employee director for purposes of Section 16 of the Exchange Act. PURPOSE AND RESPONSIBILITIES •Reviews and approves the corporate goals and objectives relevant to the compensation of the CEO; •Evaluates the CEO’s performance in light of those goals and objectives and, either as a committee or together with other independent directors (as directed by the Board), determines compensation for our CEO; •Reviews and approves the compensation of other executive officers and directors; •Administers the Company’s Amended and Restated Incentive Award Plan (the “Incentive Award Plan”), except in the case of awards to non- employee directors for which the plan is administered by the Board. This plan provides for the issuance of equity-based awards to the Company’s employees, directors, and consultants; •Selects the employees and consultants (other than non-employee directors) to whom equity-based awards under the Incentive Award Plan will be granted and establishes the terms and conditions of the awards; •Makes recommendations to the Board with respect to the compensation of non-employee directors; and •Reviews programs and strategies related to human capital management, including retention, management succession, diversity, culture and engagement. During 2024, there were five meetings of the Compensation and Human Capital Committee. | | | |

  83. How We Engage

    | Tanger Inc. | 2025 Proxy Statement | 33 |

  84. How We Engage

    | | | Nominating and Corporate Governance Committee | | | | | | | Luis A. Ubiñas | Meetings in 2024: 4 Members David. B. Henry Thomas J. Reddin Bridget M. Ryan-Berman | | | The Board has established a Nominating and Corporate Governance Committee currently consisting of four of our independent directors. PURPOSE AND RESPONSIBILITIES •Makes recommendations to the Board regarding changes in the size of the Board or any committee of the Board; •Recommends individuals for the Board to nominate for election as directors; •Recommends individuals for appointment to committees of the Board; •Establishes procedures for the Nominating and Corporate Governance Committee’s oversight of the annual evaluation of the Board and management; •Identifies and recommends approaches to director orientation and continuing education and develops and recommends to the Board corporate governance guidelines; •Evaluates annually the effectiveness of the Board as a whole and identifies any areas in which the Board may be better served by adding new members with different skills, backgrounds or areas of experience; •Assists the Board in maintaining a skills matrix as a tool for considering the experience of directors; and •Reviews the Company’s programs with respect to the environment and sustainability. During 2024, there were four meetings of the Nominating and Corporate Governance Committee. | | | |

  85. How We Engage

    In identifying qualified director candidates for election to the Board and to fill vacancies on the Board, the Nominating and Corporate Governance Committee solicits current directors for the names of potentially qualified candidates, may ask directors to pursue their own business contacts for the names of potentially qualified candidates and may engage a third party search firm to identify names of potentially qualified candidates. The Board values directors who will bring a sufficient range of different perspectives to bear, generate appropriate discussion and debate, and fulfill their oversight responsibilities to foster significant value creation for our shareholders. The Board considers director candidates based on a number of factors including: whether the Board member will be “independent” in accordance with NYSE listing requirements; personal integrity and other qualities and characteristics, accomplishments and reputation in the business community; experience with businesses and other organizations of comparable size and current knowledge and contacts in the Company’s industry or other industries relevant to the Company’s business; experience and understanding of the Company’s business and financial matters affecting its business; ability and willingness to commit adequate time to Board and committee matters; the fit of the individual’s skills and personality with those of other directors and potential directors in building a Board that is effective and responsive to the needs of the Company; and diversity of viewpoints, background, experience, gender, race, ethnicity and other attributes. It is the policy of the Nominating and Corporate Governance Committee to consider nominees for the Board recommended by the Company’s shareholders in accordance with the procedures described under “Other Matters- Shareholder Proposals and Nominations for the 2026 Annual Meeting of Shareholders-Shareholder Suggestions for Director Nominations” in this Proxy Statement. Shareholder nominees who are recommended in accordance with these procedures will be given the same consideration as nominees for director from other sources.

  86. How We Engage

    | 34 | Tanger Inc. | 2025 Proxy Statement |

  87. How We Engage

    Communications with Directors Any shareholder or interested party is welcome to communicate with our Lead Independent Director, any other director, the non-employee directors as a group or the Board as a whole by writing to the relevant director(s) as follows: Tanger Inc., c/o the Corporate Secretary, 3200 Northline Avenue, Suite 360, Greensboro, NC 27408. All communications, except for marketing and advertising materials, are forwarded directly to our directors. Compensation of Directors The annual compensation to the non-employee directors for 2024 was set and approved by the Board based on the recommendations of our independent compensation consultants engaged by the Compensation and Human Capital Committee, and increased from the compensation paid to non-employee directors in 2023. Compensation paid to our non-employee directors for services in 2024 is described below.

  88. Annual Non-Employee Director Compensation

    Annual Non-Employee Director Compensation

  89. Annual Non-Employee Director Compensation

    | Director Retainers |

  90. Annual Non-Employee Director Compensation

    | ■ | $70,000 Annual Cash Retainer | | ■ | $175,000 Annual Equity Retainer |

  91. Annual Non-Employee Director Compensation

    | Lead Independent Director and Committee Chair Additional Retainers |

  92. Annual Non-Employee Director Compensation

    Our current President and CEO, Mr. Yalof, who is also a director, is not paid any director fees for his services as director of the Company. As of January 1, 2024, Mr. Tanger transitioned from Executive Chair of the Board to Non-Executive Chair of the Board. In this role, he is compensated in accordance with the Company’s director compensation policy outlined below, with an additional cash retainer of $70,000 for his role as Non-Executive Chair. Mr. Tanger did not earn any additional compensation beyond the aforementioned retainer amounts for Board service in 2024. In 2024, our non-employee directors’ annual cash retainer increased from $60,000 to $70,000 and the annual equity retainer increased from $165,000 to $175,000. The Lead Independent Director cash retainer increased from $50,000 to $70,000 in 2024. Our non-employee directors were reimbursed for their expenses incurred in attending Board meetings, but did not receive any perquisites. Equity Compensation We may from time to time grant to any non-employee director options, restricted or deferred shares or other awards upon approval of the entire Board. The Board selects the non-employee directors to whom equity-based awards under the Incentive Award Plan will be granted and establishes the terms and conditions of the awards based on recommendations and advice from the Compensation and Human Capital Committee. However, as set forth in the Incentive Award Plan, a non-employee director may not receive awards under the Incentive Award Plan with an aggregate value in excess of $500,000 during any fiscal year. The Board approved awards of restricted Common Shares to each non-employee director with a grant date fair value of approximately $175,000 for 2024. The non-employee directors' restricted common shares issued during 2024 vested on February 15, 2025, the first anniversary of the date of grant.

  93. Annual Non-Employee Director Compensation

    | Tanger Inc. | 2025 Proxy Statement | 35 |

  94. Annual Non-Employee Director Compensation

    In addition, the Director Deferred Share Program of Tanger Inc. and Tanger Properties Limited Partnership (the “Director Deferred Share Program”) allows non-employee directors to elect to receive all or a portion of their cash and/or equity compensation in deferred shares. In the event a non-employee director elects to defer compensation, such compensation (along with any dividends earned with respect to such compensation) will be credited to a bookkeeping account and paid in Common Shares within 60 days following the payment date elected by such director. Such payment date will be one of the following dates: (1) the date of termination of directorship, (2) a specified annual anniversary of the date of termination of directorship, (3) a specified date that is after December 31 of the applicable service year, or (4) the earlier of the date of death or disability. Any deferred shares shall be subject to the same vesting conditions applicable to restricted Common Shares that would have been granted absent a deferral election. In 2024, two non-employee directors participated in the Director Deferred Share Program, as described in the footnotes to the Director Compensation Table below. Minimum Equity Ownership Guidelines The Board expects all non-employee directors to own a meaningful equity interest in the Company to more closely align the interests of directors with those of shareholders. Our equity ownership guidelines require non-employee directors to hold Common Shares with a value equal to five times the base annual board retainer of $70,000 within five years of joining the Board. All non-employee directors who have been board members for at least 5 years met the share ownership guidelines as of December 31, 2024. Director Compensation Table The following table shows the total compensation for our non-employee directors for the fiscal year ended December 31, 2024:

  95. Annual Non-Employee Director Compensation

    | Name | Fees Earned or Paid in Cash | | Share Awards(1) | | All Other Compensation(2) | | Total | | Jeffrey B. Citrin(3) | | $70,000 | | $175,007 | | $11,429 | $256,436 | | David B. Henry | | 70,000 | | 175,007 | | 11,429 | 256,436 | | Sandeep L. Mathrani | | 70,000 | | 175,007 | | 11,429 | 256,436 | | Thomas J. Reddin | | 95,000 | | 175,007 | | 11,429 | 281,436 | | Bridget M. Ryan-Berman | | 140,000 | | 175,007 | | 11,429 | 326,436 | | Susan E. Skerritt | | 95,000 | | 175,007 | | 11,429 | 281,436 | | Sonia Syngal (4) | | 19,023 | | 43,772 | | — | 62,795 | | Steven B. Tanger | | 140,000 | | 175,007 | | 5,391 | 320,398 | | Luis A. Ubiñas(5) | | 85,000 | | 175,007 | | 11,429 | 271,436 |

  96. Annual Non-Employee Director Compensation

    (1)The amounts in this column represent the grant date fair value of restricted Common Share awards granted during 2024. Each incumbent director serving in 2024 was granted 6,535 restricted Common Shares with a grant date fair value of $26.78 per share. A discussion of the assumptions used in calculating these values may be found in Note 17 to our 2024 audited consolidated financial statements on pages F-46 through F-51 of our 2024 Annual Report. The aggregate number of unvested restricted Common Shares held by each director, except for Mr. Tanger and Ms. Syngal, consisted of 6,535 restricted Common Shares granted during 2024, and 3,309 restricted Common Shares, representing one-third of the equity award granted to directors during 2022. The aggregate number of unvested restricted Common Shares held by Mr. Tanger totaled 6,535 restricted Common Shares granted during 2024. In connection with her appointment to the Board in September 2024, Ms. Syngal received a grant of 1,233 restricted Common Shares with a grant date fair value per share of $35.50, which represents the aggregate number of unvested restricted Common Shares she held as of December 31, 2024. (2)Represents dividends paid on unvested restricted Common Shares or the value of deferred shares credited under our Director Deferred Share Program in respect of dividends. (3)Mr. Citrin deferred all of his cash and equity compensation in 2024 pursuant to our Director Deferred Share Program. Mr. Citrin received 9,131 deferred shares in connection with 2024 cash and equity compensation he elected to defer, including deferred shares earned from dividend reinvestment. (4)Ms. Syngal was appointed to the Board effective September 23, 2024; her cash fees and equity award are pro-rated for the period of time she served on the Board during 2024. (5)Mr. Ubiñas deferred all of his equity compensation in 2024 pursuant to our Director Deferred Share Program. Mr. Ubiñas received 8,499 deferred shares in connection with 2024 equity compensation he elected to defer, including deferred shares earned from dividend reinvestment. With respect to our non-employee director compensation planned for 2025, in February 2025, the Board, upon the recommendation of the Compensation and Human Capital Committee, modified the annual non-employee director compensation program to permit each non-employee director to elect to receive his or her 2025 annual equity award in either time-based restricted Common Shares or an equal number of time-based LTIP units of Tanger Properties Limited Partnership with identical vesting terms. Each LTIP unit, if and upon vesting, is convertible, upon the satisfaction of minimum allocations to the capital account of the LTIP unit for federal income tax purposes, into a non-voting Class C common unit of Tanger Properties Limited Partnership. Each such Class C common unit may be exchanged by the holder for one Common Share. LTIP units are intended to qualify as profits interests for US federal income tax purposes. Also, in 2025, the retainer for the Nominating and Corporate Governance Committee Chair will increase from $15,000 to $20,000 annually. There are no other changes to our non-employee director compensation planned for 2025.

  97. Annual Non-Employee Director Compensation

    | 36 | Tanger Inc. | 2025 Proxy Statement |

  98. Annual Non-Employee Director Compensation

    | Executive Compensation |

  99. Annual Non-Employee Director Compensation

    Compensation Discussion and Analysis Introduction The Compensation and Human Capital Committee is responsible for the Company’s executive compensation philosophy and policies, as well as the annual executive compensation program that flows from them. This “Executive Compensation” section of the Proxy Statement contains a detailed explanation of the compensation arrangements for our NEOs for fiscal year 2024, which were determined by the Compensation and Human Capital Committee. For the fiscal year ended December 31, 2024, our NEOs and their titles were as follows:

  100. Annual Non-Employee Director Compensation

    | | STEPHEN YALOF President and Chief Executive Officer (“CEO”) | | | MICHAEL J. BILERMAN Executive Vice President - Chief Financial Officer and Chief Investment Officer (“CFO”) | | | LESLIE A. SWANSON Executive Vice President - Chief Operating Officer (“COO”) | | | JESSICA K. NORMAN Executive Vice President - General Counsel (“GC”) | | | JUSTIN C. STEIN Executive Vice President - Leasing (“EVP - Leasing”) |

  101. Annual Non-Employee Director Compensation

    The Compensation Discussion and Analysis includes the following sections:

  102. Annual Non-Employee Director Compensation

    | 1 | Executive Summary | | Summarizes our efforts to engage shareholders with regard to “Say-on-Pay”, and features compensation highlights and the 2024 Business Recap. | | | | See page 38 |

  103. Annual Non-Employee Director Compensation

    | 2 | Compensation Review Process | | Outlines the role of the Compensation and Human Capital Committee, compensation consultant and CEO in developing appropriate compensation programs for our NEOs. | | | | See page 42 |

  104. Annual Non-Employee Director Compensation

    | 3 | 2024 Compensation | | Provides a more detailed description of our compensation program as applied to our NEOs. | | | | See page 46 |

  105. Annual Non-Employee Director Compensation

    | 4 | Governance Policies Relating to Compensation | | Details other governance policies and processes related to our executive compensation program. | | | | See page 55 |

  106. Annual Non-Employee Director Compensation

    | Tanger Inc. | 2025 Proxy Statement | 37 |

  107. Annual Non-Employee Director Compensation

    | 1 | Executive Summary |

  108. Annual Non-Employee Director Compensation

    We are one of the leading owners and operators of outlet and open-air centers in the United States and Canada. We are a fully-integrated, self-administered and self-managed REIT, which focuses on developing, acquiring, owning, operating and managing outlet and open-air shopping centers. We have a primary objective to maximize TSR through growth in funds from operations (“FFO”) and asset value appreciation. Our Company was built on a firm foundation of strong and enduring business relationships coupled with disciplined business practices. We partner with many of the world's best known and most respected brands and retailers. By fostering and maintaining strong relationships with these successful, high-volume companies, we believe we have been able to solidify our position as a leader in the outlet and open-air retail industry for over forty years. The confidence and trust that we have developed with our retail partners from the very beginning has allowed us to forge the impressive retail alliances that we enjoy today with our brands and retailers. Our seasoned team of professionals with diverse sets of expertise utilize the knowledge and experience that we have gained to give us a competitive advantage in the outlet and open-air retail business. The Compensation and Human Capital Committee strongly believes that our executive compensation program represents a thoughtful, balanced program with a pay-for-performance structure that focuses on Company performance and reflects the feedback of our shareholders. Our executive compensation program is designed to motivate, attract and retain highly-qualified executives with this unique and proven skill set and to align the CEO and other NEOs’ interests with those of our shareholders. In years that our shareholder value has increased, aggregate compensation for our CEO and other NEOs has generally increased. Conversely, in years that we have underperformed, aggregate compensation for our CEO and other NEOs has generally declined. We believe that such alignment is strongly evidenced by the 2024 compensation and the current outstanding equity awards held by our NEOs. Shareholder Engagement and Listening to Our Shareholders We have historically taken into consideration the results of our advisory votes on the Company’s executive compensation program and NEO compensation decisions, and since 2014, we have proactively engaged in ongoing shareholder outreach in order to hear feedback about our executive compensation program directly from shareholders. We annually conduct outreach efforts, now led by Ms. Bridget M. Ryan-Berman, our Lead Independent Director, to understand and address potential shareholder concerns. In addition to our Shareholder Engagement from our Board, management maintains active dialogue with the financial community and during 2024, we elevated our efforts to engage with the investment community and other key stakeholders through frequent discussions, meetings and property tours. As part of these efforts, we were honored to be recognized by Nareit with the 2024 Nareit Investor CARE (Communications and Reporting Excellence) Gold Award in the Small Cap Equity REIT category. This annual awards program recognizes Nareit's listed corporate members that interact most effectively with their investors online, in writing and orally, and that provide investors with the most comprehensive, clearly articulated and useful information in the most efficient manner. An independent panel of judges selected Tanger as the 2024 Gold recipient, the highest level awarded in the program, based on the company's online presence, SEC filings, and investor relations practices. Our shareholders approved the 2024 advisory executive compensation say-on-pay vote at a rate of 96.8% of votes cast. We believe that the overwhelming support of our shareholders, as shown in the adjacent graphic, indicates that our shareholders are generally supportive of our approach to executive compensation.

  109. Say-on-Pay Results

    | | Year | Salary | Cash Bonus(1) | Time-Based Equity Awards | Performance-Based Equity Awards | Total Direct Compensation(2) | | Stephen Yalof, President and CEO | 2024 | $900,000 | $1,968,750 | $1,500,001 | $2,250,007 | $6,618,758 | | | 2023 | $850,000 | $1,477,318 | $1,400,016 | $2,100,011 | $5,827,345 | | | % Change | 6% | 33% | 7% | 7% | 14% |

  110. Say-on-Pay Results

    | PSP Performance Period and Metrics | Weight | 2022 | 2023 | 2024 | 2025 | 2026 | Payout % | | 2022 PSP | | 95% Completed | | | | | | | Absolute TSR | 33% | Tracking at Maximum and 100% Projected to be Earned | | | | | 33.00% | | Relative TSR vs. FTSE NAREIT Retail Index | 67% | Tracking at Maximum and 100% Projected to be Earned | | | | | 67.00% | | Total | | | | | | | 100.00% | | 2023 PSP | | | 60% Completed | | | | | | Absolute TSR | 33% | | Tracking at Maximum and 100% Projected to be Earned | | | | 33.00% | | Relative TSR vs. FTSE NAREIT Retail Index | 67% | | Tracking at Maximum and 100% Projected to be Earned | | | | 67.00% | | Total | | | | | | | 100.00% | | 2024 PSP | | | | 33% Completed | | | | | Absolute TSR | 33% | | | Tracking between Target and Maximum and 67% Projected to be Earned | | | 22.00% | | Relative TSR vs. FTSE NAREIT Retail Index | 67% | | | Tracking at Maximum and 100% Projected to be Earned | | | 67.00% | | Total | | | | | | | 89.00% |

  111. Say-on-Pay Results

    | ■ | Base Salary | ■ | Annual Cash Incentive Award | ■ | Long-Term Incentive Equity Awards |

  112. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    Compensation Program Rewards The Company’s compensation program rewards teamwork and individual officer contributions to the Company’s annual and longer-term goals. Annual cash performance-based incentives reward executive officers based on Company financial performance. While the individual amounts of incentive compensation paid may vary among officers, the performance targets that are set are generally the same for all officers. This creates an environment where all officers work together to achieve a common goal. See “2024 Compensation - Annual Cash Incentives: Description and Analysis” on page 46 for further discussion of performance targets used to set 2024 compensation. Additionally, equity-based awards are designed to provide long-term incentives that reward price appreciation of our Common Shares over a multi-year period. We also believe that the Company’s executive compensation program does not encourage excessive risk taking. The Compensation and Human Capital Committee has incorporated the following risk-oversight and compensation-design features to guard against excessive risk taking: •Review and approval of corporate objectives by the Compensation and Human Capital Committee to ensure that these goals are aligned with the Company’s annual operating and strategic plans, achieve the desired risk/reward balance, and do not encourage excessive risk taking; •Base salaries consistent with each executive’s responsibilities so that the executive is not motivated to take excessive risks to achieve a reasonable level of financial security; •A significant portion of each executive’s compensation is tied to the future share performance of the Company; •Equity compensation and vesting periods for equity awards that encourage executives to focus on sustained share price appreciation; •Robust share ownership guidelines, clawback policy, anti-hedging policy and anti-pledging policy; and •A mix of cash and equity compensation that is designed to encourage strategies and actions that are in the long-term best interests of the Company.

  113. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    Role of the Compensation and Human Capital Committee The purposes and responsibilities of the Compensation and Human Capital Committee include the following: •Review and approve corporate goals and objectives relevant to the compensation of the CEO, evaluate the CEO’s performance and determine and approve the CEO’s compensation level based on this evaluation; •Review and approve the compensation of non-employee directors and executive officers other than the CEO; •Periodically review the Company’s incentive-compensation and equity-based plans and approve any new or materially amended equity-based plans; and •Oversee, with management, regulatory compliance with respect to compensation matters. The Compensation and Human Capital Committee may, in its discretion, delegate all or a portion of its duties and responsibilities to a subcommittee. In particular, the Compensation and Human Capital Committee may delegate the approval of certain equity awards to a subcommittee consisting solely of members of the Compensation and Human Capital Committee who are “non-employee directors” for the purposes of Rule 16b-3 under the Exchange Act. Role of the Compensation Consultant and Use of Market Data In setting compensation for fiscal 2024 performance, the Compensation and Human Capital Committee engaged Ferguson Partners (“FPC”), an independent compensation consultant, to assist in determining the appropriate amounts, types and mix of executive compensation. The Compensation and Human Capital Committee, with the help of its independent compensation consultant: •reviews the compensation practices of other REITs in order to evaluate market trends and compare our compensation program with the compensation programs of our competitors; •develops, based in part on this data, a compensation plan that is intended to maintain and strengthen the link between corporate performance and shareholder returns while being generally competitive within our industry; and •evaluates benchmark data of compensation paid by peer group companies, not to target a specific percentile of compensation, but rather as a frame of reference to establish NEO compensation opportunities. Based on the Company’s and the individual’s overall performance relative to the peer group and the unique circumstances associated with any individual officer, the Compensation and Human Capital Committee, in consultation with FPC, determined the appropriate level of annual compensation opportunities. During 2024, FPC analyzed data prepared by management regarding the Company’s total compensation obligations to the NEOs, including realized compensation from the prior year and targeted cash compensation for the current year. FPC also analyzed the mix of fixed versus variable, short-term versus long-term and cash versus equity-based compensation and total compensation of officers with similar duties and responsibilities, as well as similar rank within the NEO group, at the peer group companies. For fiscal 2024, FPC recommended the level of base and incentive cash bonus compensation to be set for each NEO as well as the amount of equity awards to be granted to each NEO (or, if applicable, concluded that the recommendations of the CEO with respect to such other officer’s compensation were reasonable and within peer group standards), based on its review of peer data, industry trends, existing employment agreements and current compensation levels, and other factors. The Compensation and Human Capital Committee considered FPC’s recommendations and analysis when determining base salaries and annual and long-term incentives. The Compensation and Human Capital Committee considers a variety of factors when constructing an appropriate peer set, including recommendations from FPC. As we are the only public focused predominantly outlet REIT, which requires certain unique skill sets, background, and relationships, we elected to expand into the broader retail REIT industry for selecting appropriate peers. In the graphic below we have identified several key factors the Compensation and Human Capital Committee considers when choosing an appropriate peer group, such as who the Company competes with for talent, tenants, and investors.

  114. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    The Compensation and Human Capital Committee will continue to assess the composition of the peer group to determine the appropriateness of each peer company. The following table provides the names and certain key information for each peer company as of December 31, 2024.

  115. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    (1)RPT Realty was utilized as a peer company in determining 2023 compensation, though was acquired in January 2024. As such, it has been excluded from the peer group data shown above. Regency Centers Corporation was utilized as a peer company in determining 2023 compensation and was replaced by The Macerich Company for 2024. (2)Consists of full-time-equivalent employees working for the company and its subsidiaries. Assumes two part-time employees equal one full-time employee, but excludes temporary employees.

  116. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    Base Salary: Description and Analysis Although the Compensation and Human Capital Committee does not benchmark salaries to any specific percentile of base salaries paid to comparable officers in the peer group, the NEOs are paid base salaries within the range of those paid to comparable officers in the peer group and sufficient to attract high-quality executive talent and maintain a stable management team. Base salaries received for 2024 and 2023 were as follows:

  117. Tanger Inc. 1-Year and 3-Year Total Shareholder Return - 2024

    (1)Represents Ms. Norman’s annual rate of base salary for 2023. Her pro-rata salary for 2023 based on her employment commencement date of September 12, 2023 was $117,082. Annual Cash Incentives: Description and Analysis Incentive Cash Bonus Plan for Executive Officers During 2024, each of our named executive officers was eligible to receive an annual incentive cash bonus payment based upon achieving certain performance criteria during the year (the “Incentive Cash Bonus Plan”). For 2024, the Incentive Cash Bonus Plan was designed to reward the achievement of both financial and strategic performance criteria as approved and set by the Compensation and Human Capital Committee. Each year, we define annual incentive cash bonus threshold, target, and maximum payout opportunities for our NEOs. For 2024, these opportunities were defined as a percentage of base salary, as shown in the table below. For dollar amounts potentially payable under these annual incentive cash bonus opportunities, see the "2024 Grants of Plan-Based Awards" table on page 60. The 2024 threshold, target, and maximum opportunities for our continuing NEOs as a percentage of base salary were unchanged from 2023, with the exception of Mr. Yalof, whose employment agreement was amended at the end of 2023 to increase his target and maximum payout opportunities. The threshold, target and maximum amounts for our NEOs in 2024 were as follows (as a percentage of base salary):

  118. NEOs

    In 2024 the Company fell between the target and maximum financial performance level for its Core FFO and Same Center NOI, while achieving maximum for its Operating Margin goal. The Compensation and Human Capital Committee determined that the strategic performance element was achieved at the maximum level due to management’s accomplishments including a) developing a multiyear strategic and financial growth plan for the Tanger platform through the evaluation of growth of the core portfolio as well as external growth; b) making meaningful progress toward the Company’s 2050 Carbon Neutral goal by 1) publishing a corporate sustainability report aligned with Global Reporting Initiative and the Task Force on Climate-related Financial Disclosures/International Financial Reporting Standards by June 1st, 2) certifying 90% of managed centers as “StormReady” (where possible, by USDC and National Weather Service, and 3) improving accuracy and auditability of primary source data through internal improvements and completion of an assurance readiness assessment and c) increasing comparative sales and traffic over 2023 levels. See “Actual 2024 Annual Cash Incentive Awards” below, for the amount of annual incentive cash bonuses received by each NEO pursuant to the above results. Further, for a reconciliation of Core FFO, Same Center NOI, and Operating Margin to their most directly comparable GAAP financial measures, please see Appendix A to this Proxy Statement. The Compensation and Human Capital Committee believes that these strategic and financial goals are key drivers in ultimately increasing the equity value of the Company and help to align the interests of our NEOs and our shareholders. If minimum performance criteria targets are not met, no bonuses are generally paid. If maximum targets are met or exceeded, bonuses may be significant but are capped as set forth in “Maximum” column of the table above. If results are between Threshold and Target or Target and Maximum levels, the bonuses are paid out based on linear interpolation between these points.

  119. NEOs

    Actual 2024 Annual Cash Incentive Awards All annual incentive cash bonuses to NEOs for 2024 were paid in accordance with the terms described above. The actual cash incentives paid for 2024 were:

  120. NEOs

    The annual incentive cash bonus for a fiscal year is typically paid before March 15th of the following year, once the results for the year have been finalized. Generally, executives must be employed as of the last day of the year to receive payment under the Incentive Cash Bonus Plan for that year. The amounts of the annual cash incentive bonuses earned by each executive with respect to 2024 are set forth below in the Summary Compensation Table in the column “Non-Equity Incentive Plan Compensation.” Long-Term Incentives: Description and Analysis The Company’s long-term incentive compensation consists of equity-based awards under its Incentive Award Plan, either in the form of time-based restricted Common Shares, restricted share units, share options or performance-based awards. Long-term incentives are determined by the Compensation and Human Capital Committee based, in part, on peer group compensation practices combined with recommendations of management and the Company’s compensation consultant. The Compensation and Human Capital Committee generally administers our Incentive Award Plan, which provides for the issuance of equity-based awards to our officers and employees. The Compensation and Human Capital Committee authorizes the awards to employees and establishes the terms and conditions of the awards under the Incentive Award Plan, as it deems appropriate. The chart below illustrates the allocation between performance-based and time-based awards for awards granted in 2024 for our NEOs. The Compensation and Human Capital Committee made no changes to the allocation of equity award types in 2024 and kept the same allocation as 2023.

  121. NEOs

    | Allocation of Equity Awards for 2024 |

  122. NEOs

    Summary of Long-Term Incentive Plans The table below compares the annual equity compensation awards granted to our NEOs in 2024 and 2023. This illustrates the operation of our annual equity award program in the ordinary course.

  123. NEOs

    | Named Executive Officer | Annual Long-Term Incentives(1) | | | PSP Grant Date Fair Value(2) | | | Total Equity Compensation | | | | | 2024 | 2023 | % Change | 2024 | 2023 | % Change | 2024 | 2023 | % Change | | Stephen Yalof, President and CEO | $1,500,001 | $1,400,016 | 7.1% | $2,250,007 | $2,100,011 | 7.1% | $3,750,008 | $3,500,027 | 7.1% | | Michael J. Bilerman, CFO | 640,015 | 600,017 | 6.7% | 960,005 | 900,008 | 6.7% | 1,600,020 | 1,500,025 | 6.7% | | Leslie A. Swanson, COO | 440,022 | 400,017 | 10.0% | 660,011 | 600,002 | 10.0% | 1,100,033 | 1,000,019 | 10.0% | | Jessica K. Norman(3), GC | 280,012 | na | —% | 420,010 | na | —% | 700,022 | na | —% | | Justin C. Stein(3), EVP - Leasing | 280,012 | na | —% | 420,010 | na | —% | 700,022 | na | —% |

  124. NEOs

    (1)Represents the restricted Common Share awards granted to each NEO in 2024 and 2023. The grant date fair value for restricted Common Share awards granted in 2024 and 2023 is the closing price of the Company’s Common Shares on the day prior to the grant date, which was $26.78 and $17.53, respectively. (2)Represents the notional units granted to each NEO under the 2024 and 2023 PSPs, multiplied by the grant date fair values of $16.36 and $12.08, respectively. The grant date fair values were based on probable performance outcomes computed in accordance with FASB ASC 718. (3)Ms. Norman and Mr. Stein were not classified as NEOs during the fiscal year ended December 31, 2023. As such, their equity compensation for 2023 has been excluded from this table. Restricted Common Share Awards Awarding restricted Common Shares helps to further align the interests of management with those of our shareholders. In setting the amounts and terms of the restricted Common Shares, the Compensation and Human Capital Committee considers the value of previous grants of restricted Common Shares and the total compensation expense recognized in the Company’s financial statements with respect to all previous grants of restricted Common Shares. However, the Compensation and Human Capital Committee does not necessarily limit the number of restricted Common Shares to be granted based on the total value or annual expense recognized in the financial statements because the Compensation and Human Capital Committee generally considers grants of restricted Common Shares to represent both an annual reward for individual and Company performance achieved as well as a longer-term incentive for future performance. Restricted Common Shares are generally granted during the first quarter of the current year once the results from the previous year are finalized. The restricted Common Share awards granted on February 15, 2024 are subject to ratable vesting on the first three anniversaries of the grant date. Such vesting, however, is subject to acceleration in certain termination scenarios, as described further in “Equity Compensation Plan Information - Potential Payments on Termination or Change of Control” on page 66.

  125. NEOs

    The Compensation and Human Capital Committee believes that restricted Common Share grants with time-based vesting features provide the desired incentive to increase the Company’s share price and drive value for our shareholders over the vesting period. The Company’s financial performance, whether superior or poor, will impact the value of the restricted Common Shares, resulting in an increase or reduction, respectively, in the executive officer’s total compensation. The Company measures the grant date fair value under FASB ASC 718 of all restricted Common Shares with time-based vesting features as the closing price of our Common Shares on the last trading day prior to the grant date. 2024 Performance Share Plan (PSP) During February 2024, the Compensation and Human Capital Committee approved the general terms of the Tanger Inc. 2024 PSP, which provides for the grant of performance awards under the Incentive Award Plan. For the 2024 PSP, the Committee kept the same general structure as the 2023 PSP. Our PSP is comprised of two distinct metrics that directly align with investors’ interests – relative TSR and absolute TSR. Although each is based on TSR, in using both a relative and absolute measurement, two completely different outcomes may result (i.e., we can potentially achieve a maximum on one of the goals and below threshold on the other, etc.). The majority of the PSP (67%) continues to be focused on relative performance, in which we require out performance to achieve a target level payout, with the remaining portion (33%) of our PSP based on absolute performance with rigorous goals. For relative TSR, we measure our TSR against the TSR of companies in the FTSE NAREIT Retail Index, which includes a number of our competitors, allows for a meaningful comparison of our performance relative to other companies in our industry. We have used this index since 2018 to measure our performance. An emerging practice in long-term incentive plan design that has developed is to use absolute TSR performance as a modifier to an award rather than as a standalone performance metric. Although there are different approaches used, the most common methodology for a modifier is to either cap an award payout at target or reduce the award payout by 25% if absolute TSR is negative. The Compensation and Human Capital Committee believes that our program is significantly more rigorous in that the Company must not just have a positive shareholder return to merit a payout on the absolute TSR portion, but rather, must deliver a cumulative TSR of at least 26% over the performance period. In other words, if our absolute TSR is less than 26%, the maximum payout that may be provided is 67% of the PSP.

  126. NEOs

    | ■ | Absolute TSR | | ■ | Relative TSR VS. FTSE NAREIT Retail Index |

  127. NEOs

    | % OF AWARD EARNED | 67% RELATIVE TSR VS. FTSE NAREIT RETAIL INDEX | 33% ABSOLUTE TSR | | | Performance Targets | Performance Targets | | 20% | Minimum: 30th Percentile | Minimum: 26.0% TSR | | 60% | Target: 55th Percentile | Target: 33.1% TSR | | 100% | Maximum: 80th Percentile | Maximum: 40.5% TSR |

  128. NEOs

    Any restricted Common Shares earned under the 2024 PSP (the performance period for which concludes on December 31, 2026) will be issued, subject to performance, following the end of the three-year performance period and will then be subject to a time-based vesting schedule, pursuant to which 50% of the restricted Common Shares would vest on February 15, 2027 and the remaining 50% would vest upon the completion of one additional year of service, on February 15, 2028, contingent upon continued employment with the Company through each applicable vesting date. Such vesting, however, is subject to acceleration in certain termination scenarios, as described further in “Equity Compensation Plan Information - Potential Payments on Termination or Change of Control.” The PSP units, prior to the date they are converted into restricted Common Shares, will not entitle award recipients to receive any dividends or other distributions. If the PSP units are earned, and thereby converted into restricted Common Shares, then award recipients will then be entitled to receive a payment of all dividends and other distributions that would have been paid had the number of earned restricted Common Shares been issued at the beginning of the performance period. Thereafter, dividends and other distributions will be paid currently with respect to all restricted Common Shares then outstanding, whether vested or unvested.

  129. NEOs

    2025 Performance Share Plan (PSP) The design of the 2025 PSP remains substantially the same as the 2024 PSP, except that grantees were permitted to elect to receive, in lieu of the notional units typically granted under the PSP, LTIP units of Tanger Properties Limited Partnership. Each LTIP unit, if and as it becomes earned and vested, is convertible (upon satisfaction of minimum allocations to the capital account of the LTIP unit for federal income tax purposes) into a non-voting Class C common unit of Tanger Properties Limited Partnership. Each such Class C common unit may be exchanged by the holder for one Common Share. The LTIP units will be earned (or forfeited) based on the same performance criteria as are applicable to notional units under the PSP, and will become vested (or forfeited) based on the same time-based criteria as the restricted Common Shares issued in respect of earned notional units. These LTIP units are intended to qualify as profits interests for US federal income tax purposes and are therefore intended to provide beneficial tax treatment to the grantees. Otherwise, assuming satisfaction of the requisite minimum allocations, the LTIP units will have the same pre-tax economics as notional units granted under the PSP and are intended to have the same incentive effects. Retirement Benefits The Company generally does not provide any retirement benefits to its executive officers, other than matching a portion of employee contributions to our 401(k) plan. Employee contributions are matched by us at a rate to be determined annually at our discretion. This benefit is generally available to all employees of the Company. Perquisites The Company does not provide significant perquisites or personal benefits to executive officers. Employment Contracts and Change of Control Arrangements The Company’s business is competitive, and the Compensation and Human Capital Committee believes that it is appropriate for the Company to maintain employment contracts or otherwise provide severance protection for its senior executives in the event of certain terminations. As such, each of the named executive officers has either been party to an employment contract or been a participant in our Executive Severance Plan since its adoption in 2021 (or starting from the time of such named executive officer’s hire, if later). The employment contracts and Executive Severance Plan generally provide for severance pay if the executive terminates his or her employment for Good Reason or is terminated by the Company without Cause, as those terms are defined in the executive’s employment agreement or the Executive Severance Plan, as applicable. These severance arrangements are designed to promote stability and continuity of senior management. Our Compensation and Human Capital Committee also believes it is appropriate to provide severance protection and accelerated vesting of certain equity grants in the event of an executive’s termination in connection with a change of control of the Company. Very often, senior executives lose their jobs in connection with a change of control. By agreeing upfront to provide severance benefits and accelerated vesting of certain equity grants in the event of an executive’s termination in connection with a change of control and the executive’s associated termination, our Compensation and Human Capital Committee believes we can reinforce and encourage the continued attention and dedication of senior executives to their assigned duties without distraction in the face of an actual or threatened change of control and ensure that management is motivated to negotiate the best acquisition consideration for our shareholders. In 2021, we adopted the Tanger Inc. Executive Severance Plan (the “Executive Severance Plan”) and terminated employment contracts for all executives other than the CEO. See “Executive Severance Plan” on page 66 for a description of the executive severance plan. See “Employment Contracts” on page 64 for a description of the employment agreement with our CEO. Mr. Yalof is the only named executive officer with an employment contract as of December 31, 2024; provided, however, that Michael J. Bilerman entered into an offer letter with us on September 14, 2022, providing for his employment as Executive Vice President, Chief Financial Officer and Chief Investment Officer.

  130. NEOs

    No Golden Parachute Gross-Ups Section 280G and Section 4999 of the Code provide that certain officers and other service providers could be subject to significant additional taxes if they receive certain “golden parachute” payments or benefits in connection with a change of control of the Company, and that the Company could lose a deduction on the amounts subject to additional tax. The Company has no policy or commitment to provide any executive or director with any gross-up or other reimbursement for tax amounts that such executive or director might pay pursuant to these laws, and Mr. Yalof’s employment agreement provides for a cutback of amounts payable to avoid such additional taxes. Timing of Equity Awards Our Compensation and Human Resources Committee generally approves annual equity-based awards to our employees, and our Board generally approves annual equity-based awards to our directors, during the first quarter of the year. The date on which these awards are made has varied from year to year, primarily based on the schedules of Board members and the availability of data requested by the Committee. Off-cycle awards are not often made, but should they occur, their timing would be dictated by the event precipitating the award (e.g., new hire, promotion, etc.) and by the schedules of the Compensation and Human Resources Committee members approving the award. Should material non-public information exist at the time that equity-based awards are approved, the Board or the Compensation and Human Resources Committee would consider the anticipated effect of the material non-public information on our stock price and would take such effect into account when sizing the awards. We do not time the release of material information to affect the value of executive compensation.

  131. BRIDGET M. RYAN-BERMAN

    | 2024 Summary Compensation Table |

  132. BRIDGET M. RYAN-BERMAN

    | Name and Principal Position | Year | Salary ($) | Bonus ($) | Share Awards ($)(1) | Option Awards ($) | Non-equity Incentive Plan Compensation ($) | | All Other Compensation ($)(2) | Total ($) | | Stephen Yalof President and Chief Executive Officer | 2024 | 900,000 | — | 3,750,008 | — | | 1,968,750 | 253,237 | 6,871,995 | | | 2023 | 850,000 | — | 3,500,027 | — | | 1,477,318 | 272,857 | 6,100,202 | | | 2022 | 850,000 | — | 3,000,019 | — | | 1,420,828 | 213,399 | 5,484,246 | | Michael J. Bilerman Executive Vice President, Chief Financial Officer and Chief Investment Officer | 2024 | 525,000 | — | 1,600,020 | — | | 705,469 | 189,900 | 3,020,389 | | | 2023 | 500,000 | — | 1,500,025 | — | | 695,208 | 150,865 | 2,846,098 | | | 2022 | 41,667 | 1,000,000 | 2,500,008 | 1,533,622 | | — | 11,781 | 5,087,078 | | Leslie A. Swanson Executive Vice President, Chief Operating Officer | 2024 | 450,000 | — | 1,100,034 | — | | 604,688 | 77,045 | 2,231,767 | | | 2023 | 400,000 | — | 1,000,019 | — | | 556,167 | 48,324 | 2,004,510 | | | 2022 | 375,000 | — | 1,000,012 | — | | 495,844 | 39,365 | 1,910,221 | | Jessica K. Norman Executive Vice President and General Counsel | 2024 | 385,000 | — | 700,022 | — | | 517,344 | 44,774 | 1,647,140 | | Justin C. Stein Executive Vice President, Leasing | 2024 | 370,000 | — | 700,022 | — | | 497,188 | 40,699 | 1,607,909 |

  133. BRIDGET M. RYAN-BERMAN

    | 2024 Grants of Plan-Based Awards |

  134. BRIDGET M. RYAN-BERMAN

    | Outstanding Equity Awards at Year End 2024 |

  135. BRIDGET M. RYAN-BERMAN

    | Option Exercises and Common Shares Vested in 2024 |

  136. SANDEEP L. MATHRANI

    | 2024 CEO Pay Ratio |

  137. SANDEEP L. MATHRANI

    | Pay Versus Performance |

  138. SANDEEP L. MATHRANI

    | | | | | | Value of Initial Fixed $100 Investment Based On: | | | | | Year | Summary Compensation Table Total for PEO(1) | Compensation Actually Paid to PEO(2) | Average Summary Compensation Table Total for non-PEO NEOs(3) | Average Compensation Actually Paid to non-PEO NEOs(2) | SKT Total Shareholder Return(4) | Peer Group Total Shareholder Return(5) | Net Income (Loss) (in 000s)(6) | Core FFO per Diluted Share(7) | | 2024 | $6,871,995 | $11,234,883 | $2,126,801 | $3,587,672 | $296.38 | $107.61 | $102,760 | $2.13 | | 2023 | 6,100,202 | 20,609,396 | 2,153,239 | 5,907,873 | 232.08 | 95.21 | 103,882 | 1.96 | | 2022 | 5,484,246 | 5,893,354 | 2,557,889 | 2,047,980 | 143.21 | 86.17 | 85,831 | 1.83 | | 2021 | 5,082,937 | 16,097,774 | 2,642,369 | 5,095,710 | 146.59 | 99.96 | 9,558 | 1.76 | | 2020 | 5,276,976 | 4,106,367 | 2,360,818 | 3,072,133 | 72.72 | 63.78 | (38,013) | 1.57 |

  139. SANDEEP L. MATHRANI

    | Compensation Actually Paid and Core FFO per Diluted Share |

  140. SANDEEP L. MATHRANI

    | Compensation Actually Paid and Net Income (Loss) |

  141. SANDEEP L. MATHRANI

    | Compensation Actually Paid and TSR |