SEC Form 4 · accession 0001104659-18-061375
JBG SMITH Properties · JBGS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William Matthew Kelly
Officer — Chief Executive Officer · Director
Period of report
Oct 5, 2018
Accepted (ET)
Oct 10, 2018 · 4:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001689796
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| OP UnitsF1,F3 | — | Oct 5, 2018 | G | 320,000 | D | — | — | Common Shares | 320,000 | 688,206 | D |
| OP UnitsF4 | — | holding | — | — | — | — | — | Common Shares | 45,693 | 733,899 | D |
| OP UnitsF4 | — | holding | — | — | — | — | — | Common Shares | 47,673 | 47,673 | I |
| OP UnitsF4 | — | holding | — | — | — | — | — | Common Shares | 38,432 | 38,432 | I |
| OP UnitsF3,F1 | — | holding | — | — | — | — | — | Common Shares | 14,118 | 14,118 | I |
Explanation of responses
- F1Each Operating Partnership Unit ("OP Unit") in JBG SMITH Properties LP, the operating partnership of JBG SMITH Properties (the "Issuer"), is redeemable by the holder for one common share of the Issuer, par value $0.01 (a "Common Share"), or the cash value of a Common Share, at the Issuer's option, beginning August 1, 2018. 50% of the reporting person's OP Units vested July 18, 2017 and 50% are scheduled to vest in equal monthly installments, beginning on February 1, 2020 and ending on July 1, 2022, subject to the reporting person's continued service to the Issuer through each vesting date.
- F2The reporting person transferred these OP Units to a limited liability company in which certain trusts for the benefit of parties other than the reporting person own equity interests. The LLC and the trusts are managed by independent third parties, and the reporting person is no longer a beneficial owner of the OP Units transferred to the LLC.
- F3The Form 4 filed for Mr. Kelly on July 20, 2017 inadvertently reported as directly owned 14,118 OP Units which in fact were and are owned indirectly, through JBG Properties, Inc., as reported herein.
- F4Each of these OP Units is redeemable by the holder for one Common Share, or the cash value of a Common Share, at the Issuer's option, beginning August 1, 2018. The OP Units were fully vested on the date of grant.