Form 4: CEO Lebovitz Sells CBL Shares for Tax Obligations
Insider Transaction Report
CBL & Associates Properties CEO Stephen D. Lebovitz disposed of 29,513 shares of common stock to cover tax withholding obligations at a price of $37.365 per share.
Summary
- Stephen D. Lebovitz, CEO and Director of CBL & Associates Properties Inc. (CBL), disposed of 29,513 shares of common stock.
- The transaction occurred on December 17, 2025, at a price of $37.365 per share.
- This disposition was an 'F' transaction code, indicating a payment of tax liability by delivering or withholding securities.
- Following the transaction, Lebovitz directly beneficially owns 372,244 shares.
- He also indirectly beneficially owns 53 shares through the Stephen D. Lebovitz Irrevocable Trust U/A dated 2/27/1998 and 269 shares through the Stephen D. Lebovitz and Lisa S. Lebovitz Irrevocable Trust U/A dated 4/5/2005, disclaiming beneficial ownership except to the extent of his pecuniary interest.
- A Replacement Limited Power of Attorney, effective May 1, 2025, was executed by several executive officers, including Stephen D. Lebovitz.
- This LPOA designates Jeffery V. Curry, Andrew F. Cobb, and James (Tripp) Wingo II as attorneys-in-fact for preparing and filing SEC Forms 3, 4, and 5 on behalf of the undersigned executives.
Sentiment
Score: 5
Explanation: The filing reports a routine insider transaction for tax withholding purposes, which is neutral. The associated power of attorney is a standard corporate governance update. No significant positive or negative operational or financial news is present.
Positives
- The transaction is a routine disposition for tax withholding purposes, not a discretionary sale, which is a neutral to slightly positive sign as it does not indicate a lack of confidence in the company's future.
Negatives
- A reduction in direct beneficial ownership by a key executive, even if for tax purposes, slightly decreases the executive's direct equity stake in the company.
Future Outlook
No specific future outlook or guidance is provided in this Form 4 or the associated Limited Power of Attorney.
Industry Context
This is an insider transaction filing, which is specific to the individual and company, and does not directly relate to broader industry trends. The associated power of attorney is a standard corporate governance document for public companies.
Comparison to Industry Standards
- The disposition of shares for tax withholding purposes is a common and standard practice for executives across all industries who receive equity compensation.
- The execution of a Limited Power of Attorney to facilitate timely SEC filings (Forms 3, 4, and 5) is also a standard corporate governance practice for public companies to ensure compliance with Section 16(a) reporting requirements.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Attorney-in-fact for SEC filings | J. Tyler Overley (Vice President-Accounting and Assistant Controller) | Andrew F. Cobb (Executive Vice President-Accounting) and James (Tripp) Wingo II (Vice President-Accounting) | 2025-05-01 | Replacement of previous limited power of attorney to update designated attorneys-in-fact. Jeffery V. Curry remains as an attorney-in-fact. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Power of Attorney Update | A Replacement Limited Power of Attorney was executed by multiple executive officers, including Stephen D. Lebovitz, effective May 1, 2025. This revokes prior LPOAs and designates Jeffery V. Curry, Andrew F. Cobb, and James (Tripp) Wingo II as attorneys-in-fact for preparing and filing SEC Forms 3, 4, and 5. | 2025-05-01 | This update streamlines the process for executive SEC filings, ensuring compliance with Section 16(a) reporting requirements by designating current personnel. |
Related Party Transactions
- Stephen D. Lebovitz indirectly beneficially owns 53 shares through the Stephen D. Lebovitz Irrevocable Trust U/A dated 2/27/1998, where Charles B. Lebovitz is the Trustee.
- Stephen D. Lebovitz indirectly beneficially owns 269 shares through the Stephen D. Lebovitz and Lisa S. Lebovitz Irrevocable Trust U/A dated 4/5/2005, where Michael I. Lebovitz is the Trustee.
- Stephen D. Lebovitz disclaims beneficial ownership of these reported securities except to the extent of his pecuniary interest therein.
Stakeholder Impact
- Shareholders: The impact is minor as this is a routine tax-related transaction, not a discretionary sale indicating a change in confidence. The updated Power of Attorney ensures timely and accurate insider transaction reporting.
- Management/Executives: The updated Power of Attorney streamlines administrative tasks related to SEC filings for executives, ensuring compliance.
Next Steps
- Stephen D. Lebovitz will continue to file Forms 3, 4, and 5 as required for his holdings and transactions in CBL securities.
- The newly appointed attorneys-in-fact will handle future SEC filings on behalf of the undersigned executives.
Key Dates
| Date | Description |
|---|---|
| 1998-02-27 | Date of Stephen D. Lebovitz Irrevocable Trust U/A. |
| 2005-04-05 | Date of Stephen D. Lebovitz and Lisa S. Lebovitz Irrevocable Trust U/A. |
| 2025-05-01 | Effective date of Replacement Limited Power of Attorney. |
| 2025-12-17 | Date of common stock disposition transaction. |
| 2025-12-18 | Signature date of the Form 4 filing. |
Recommendation
holdThe filing details a routine, non-discretionary sale of shares by the CEO to cover tax obligations, which is a common occurrence and does not reflect a change in the company's fundamentals or the executive's confidence. The associated power of attorney is a procedural corporate governance update. Therefore, this filing alone does not provide a basis for a change in investment recommendation; a 'hold' stance is maintained pending further substantive news.
Keywords
CBL & Associates Properties, CBL, Stephen D. Lebovitz, Insider Trading, Form 4, Stock Sale, Tax Withholding, CEO, Real Estate, REIT
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