H. Michael Schwartz - Jun 1, 2022 Form 4 Insider Report for SmartStop Self Storage REIT, Inc. (N/A)

Role
Chief Executive Officer, Director
Signature
/s/ H. Michael Schwartz
Stock symbol
N/A
Transactions as of
Jun 1, 2022
Transactions value $
$0
Form type
4
Date filed
6/3/2022, 11:15 AM
Previous filing
Mar 30, 2022
Next filing
Aug 10, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding N/A Class A Common Stock 483K Jun 1, 2022 See Footnote 1. F1
holding N/A Class A Common Stock 117K Jun 1, 2022 Through Schwartz Family Trust dated September 22, 2003 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 N/A Class A Common Units Award +116 116 Jun 1, 2022 Class A Common Stock 116 $0.00 Direct F3, F4
holding N/A Class A Common Units 386K Jun 1, 2022 Class A Common Stock 386K $0.00 See Footnote 5. F3, F5
holding N/A Long-Term Incentive Plan Units 360K Jun 1, 2022 Class A Common Stock 360K $0.00 Through Schwartz Family Trust dated September 22, 2003 F6, F7
holding N/A Long-Term Incentive Plan Units 240K Jun 1, 2022 Class A Common Stock 240K $0.00 Through Schwartz Family Trust dated September 22, 2003 F6, F8
holding N/A Class A-1 Units 8.5M Jun 1, 2022 Class A Common Stock 8.5M $0.00 See Footnote 10. F9, F10
* 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 Class A common units ("Class A Common Units") of SmartStop OP, L.P., the Issuer's operating partnership (the "Operating Partnership"). Class A 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 On June 1, 2022, the Issuer, SSGT II Merger Sub, LLC ("SSGT II Merger Sub"), and Strategic Storage Growth Trust II, Inc. ("SSGT II") entered into an agreement and plan of merger (the "SSGT II Merger Agreement") whereby SSGT II merged with and into SSGT II Merger Sub (the "SSGT II Merger"). In connection with the SSGT II Merger, the Reporting Person contributed 116.45 units of partnership interest in SS Growth Operating Partnership II, L.P., SSGT II's operating partnership, to the Operating Partnership in exchange for 116.45 Class A Common Units.
F5 Represents 386,100 Class A Common Units owned by SS Growth Advisor, LLC ("SS Growth Advisor") and 73 Class A Common Units owned by SS Toronto REIT Advisors, LLC ("SS Toronto REIT Advisors") previously reported as being owned by the Reporting Person. SS Growth Advisor and SS Toronto REIT Advisors are each indirectly owned and controlled by the Reporting Person.
F6 Represents long-term incentive plan units ("LTIP Units") of the Operating Partnership. Vested LTIP Units are convertible into Class A Common Units.
F7 Represents 360,447.16 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.
F8 Represents 240,298.21 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.
F9 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.
F10 Represents 8,496,347.71 Class A-1 Units owned by SOH previously reported as being owned by the Reporting Person.