SEC Form 4 · accession 0001104659-18-032152
JBG SMITH Properties · JBGS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven Roth
Director
Period of report
May 8, 2018
Accepted (ET)
May 10, 2018 · 4:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001689796
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | May 8, 2018 | M | 10,246 | — | A | 1,493,515 | D | |
| Common SharesF2 | holding | — | — | — | 2,751,774 | I | Held by partnership | |
| Common SharesF3 | holding | — | — | — | 1,936 | I | Held by foundation | |
| Common SharesF4 | holding | — | — | — | 18,649 | I | Held by spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom UnitsF1,F5,F6 | — | May 8, 2018 | M | 10,246 | D | — | — | Common Shares | 10,246 | 0 | D |
Explanation of responses
- F1On May 8, 2018, Mr. Roth received 10,246 Common Shares of JBG SMITH Properties, par value $0.01 per share ("Common Shares"), in settlement of an equal number of Phantom Units held pursuant to the Vornado Realty Trust Nonqualified Deferred Compensation Plan.
- F2These Common Shares are held by Interstate Properties, a New Jersey general partnership of which Mr. Roth is the managing general partner. The filing of this Form 4 shall not be deemed an admission that Mr. Roth is the beneficial owner of these 2,751,774 Common Shares, except to the extent of his pecuniary interest.
- F3These Common Shares are held by the Daryl and Steven Roth Foundation, a charitable foundation over which Mr. Roth holds sole voting and investment power. Mr. Roth disclaims any pecuniary interest in these Common Shares.
- F4These Common Shares are held by Mr. Roth's spouse. The filing of this Form 4 shall not be deemed an admission that Mr. Roth is the beneficial owner of these Common Shares.
- F5The Phantom Units have a conversion or exercise price of 1 for 1 and represent compensation deferred by the reporting person into interests held through the Vornado Realty Trust Nonqualified Deferred Compensation Plan that are valued with respect to the Common Shares of JBG SMITH Properties.
- F6The Phantom Units were settled by a distribution to the reporting person of the underlying security from the Vornado Realty Trust Nonqualified Deferred Compensation Plan.