H. Michael Schwartz - 28 Jun 2021 Form 4 Insider Report for SmartStop Self Storage REIT, Inc. (SMA)

Role: Chief Executive Officer, Director
Signature: /s/ H. Michael Schwartz
Issuer symbol: SMA
Transactions as of: 28 Jun 2021
Net transactions value: $0
Form type: 4
Filing time: 30 Jun 2021, 17:11:34 UTC
Previous filing: 03 Sep 2021
Next filing: 09 Dec 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	SMA	Class A Common Stock						483,224	28 Jun 2021	See Footnote 1.	F1
holding	SMA	Class A Common Stock						117,261	28 Jun 2021	Direct	F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	SMA	Class A-1 Units	Other	$0	+9,586,230		$0.000000	9,586,230	28 Jun 2021	Class A Common Stock	9,586,230	$0.000000	See Footnote 7.	F6, F7
holding	SMA	Long-Term Incentive Plan Units						252,329	28 Jun 2021	Class A Common Stock	252,329		Through Schwartz Family Trust dated September 22, 2003	F3, F4
holding	SMA	Long-Term Incentive Plan Units						168,219	28 Jun 2021	Class A Common Stock	168,219		Through Schwartz Family Trust dated September 22, 2003	F3, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents 100 shares of Class A Common Stock owned by SmartStop OP Holdings, LLC ("SOH") and 483,124 shares of Class A Common Stock owned by Strategic 1031, LLC ("Strategic 1031") previously reported as being owned by the Reporting Person. SOH and Strategic 1031 are each indirectly owned and controlled by the Reporting Person.
F2	Represents 117,260.79 shares of restricted stock previously reported as being owned by the Reporting Person.
F3	Represents long-term incentive plan units ("LTIP Units") of SmartStop OP, L.P., the Issuer's operating partnership (the "Operating Partnership"). Vested LTIP Units are convertible into common units of the Operating Partnership ("Common Units"). Common Units are redeemable by the holder for, at the election of the Issuer, shares of Class A Common Stock of the Issuer on a one-for-one basis or the cash value of such shares.
F4	Represents 252,328.8 LTIP Units previously reported as being owned by the Reporting Person. The LTIP Units vest ratably over a four-year period commencing on December 31 of the year of grant, subject to the Reporting Person's continued employment or service through each vesting date. 103,135.3 LTIP Units were granted on April 22, 2020, and 149,193.5 LTIP Units were granted on April 19, 2021.
F5	Represents 168,219.3 LTIP Units previously reported as being owned by the Reporting Person, which number is equal to 200% of the target number of LTIP Units to be issued upon vesting. The actual number of LTIP Units to be issued upon vesting can range from 0% to 100% of the number of LTIP Units reported, based on achievement of specified performance measures. Assuming the achievement of the specified performance measures, 68,756.9 LTIP Units, as adjusted, will vest no later than March 31, 2023, and 99,462.4 LTIP Units, as adjusted, will vest no later than March 31, 2024.
F6	Represents Class A-1 limited partnership units ("Class A-1 Units") of the Operating Partnership. Class A-1 Units are redeemable by the holder for, at the election of the Issuer, shares of Class A Common Stock of the Issuer on a one-for-one basis or the cash value of such shares.
F7	Represents 9,586,229.71 Class A-1 Units owned by SOH. The Class A-1 Units were issued on June 28, 2019 subject to a lock-up period, which lock-up period expired on June 28, 2021.