| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | JBGS | Formation Units | Feb 14, 2024 | Common Shares | 45.8K | $37.10 | Direct | F1, F2 | ||||||
| holding | JBGS | LTIP Units | Feb 14, 2024 | Common Shares | 144K | Direct | F3, F4, F5, F6, F7 | |||||||
| holding | JBGS | OP Units | Feb 14, 2024 | Common Shares | 584 | Direct | F8 |
| Id | Content |
|---|---|
| F1 | Represents limited partnership interests in JBG SMITH Properties LP (the "OP"), JBG SMITH Properties (the "Issuer's") operating partnership, designated as Formation Units ("Formation Units") pursuant to the JBG SMITH Properties 2017 Omnibus Share Plan (the "Omnibus Plan"). Formation Units are a class of units in the OP similar to "net exercise" stock option awards, that are convertible by the holder, once vested, into a number of vested limited partnership units of the OP designated as LTIP Units ("LTIP Units"), determined by the increase in the value of a common share of the Issuer, par value $0.01 (a "Common Share") at the time of conversion over the value of a Common Share at the time the Formation Unit was granted. All of such Formation Units have vested. |
| F2 | Vested LTIP Units into which Formation Units have been converted are further convertible at the option of the holder, conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, into an equal number of operating partnership units ("OP Units") in the OP. The resulting OP Units are redeemable by the holder for one Common Share per OP Unit or the cash value of a Common Share, at the Issuer's option, after the two year anniversary of the issuance of the Formation Units. |
| F3 | Represents LTIP Units in the OP. These LTIP Units are a class of units in the OP that, if vested, are convertible at the option of the holder, conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, into an equal number of OP Units. The resulting OP Units are redeemable by the holder for one Common Share per OP Unit or the cash value of a Common Share, at the Issuer's option, after the two-year anniversary of the LTIP Units issuance. 20,979 of such LTIP Units have vested. |
| F4 | Subject to reporting person's continued employment through each vesting date, 1,283 LTIP Units will vest on the fourth anniversary of January 1, 2021, 3,198 LTIP Units will vest on each of the third and fourth anniversaries of January 3, 2022, 7,058 LTIP Units will vest on each of the second, third and fourth anniversaries of January 3, 2023, and 34,225 LTIP Units will vest 25% on each of the first through fourth anniversaries of January 2, 2024. [footnote continued] |
| F5 | 37,495 of the LTIP Units were granted on July 29, 2021. 15,790 of such LTIP Units will vest 50% on the fifth anniversary of grant and 25% on each of the sixth and seventh anniversaries of grant, subject to reporting person's continued employment through each vesting date. The remaining 21,705 of such LTIP Units or a portion thereof, may become earned based on the Issuer's achievement of certain performance conditions over a performance period commencing on the first anniversary of the grant and ending on the sixth anniversary of the grant. The LTIP units may be incrementally earned upon achievement of the following hurdle levels: 17.5%, 22.5%, 27.5%, and 32.5% of the total number of LTIP Units can be earned on each date prior to the seventh anniversary of grant that the Issuer's shares achieve a closing price of $35.00, $40.00, $45.00, and $50.00, respectively, for a consecutive 20-trading day period. [footnote continued] |
| F6 | To the extent earned, the 21,705 LTIP Units will vest up to 50% on the fifth anniversary of grant and up to an additional 25% on each of the sixth and seventh anniversaries of grant. Vesting of the LTIP Units is generally contingent on the reporting person's continued employment with the Issuer. 1,316 of the LTIP Units were granted on January 31, 2020, and will become earned if our TSR becomes positive by January 31, 2030, pursuant to the terms of the award agreement, subject to the reporting person's continued employment through each vesting date. [footnote continued] |
| F7 | 21,023 of the LTIP Units were granted on January 2, 2024, conditioned on the closing of the sale of land owned by the Company for the development of a sports and entertainment complex in Virginia, which conditions have not yet been met. To the extent earned, such LTIP Units will vest 100% on the closing date of the sale of the land, subject to the reporting person's continued employment through the vesting date. |
| F8 | Represents operating partnership units OP Units, which are redeemable by the holder for one Common Share, or the cash value of a Common Share, at the Issuer's option. These OP Units are fully vested. |
Exhibit 24: Power of Attorney