CubeSmart — Director's Dealing 2012

Jun 1, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CubeSmart (CUBE)
CIK: 0001298675
Period of Report: 2012-05-30

Reporting Person: JERNIGAN DEAN (Director, CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-30	Performance Share Units	$	A	274668.0000	Acquired		Common (274668.0000)	Direct

Footnotes

F1: Each Performance Share Unit represents a contingent right to earn common shares subject to the Reporting Person's continued service through December 31, 2013 (the "Vesting Date"). The number of common shares, if any, to be issued to the Reporting Person will equal the product of (i) 274,668 multiplied by (ii) a conversion factor (not to exceed 1.50) equal to the average closing price of the Company's common shares for the 30-trading days preceding June 30, 2014 (the "Average Price") divided by $11.32, provided that if the Average Price is less than $5.66 then no shares will be issued. In the event of the Reporting Person's death, disability, termination without cause or for good reason, or upon a change of control prior to June 30, 2014, the conversion factor shall be fixed at one.