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CubeSmart Director's Dealing 2014

May 28, 2014

30648_dirs_2014-05-28_e6769bdb-d985-4640-9260-7f8867cfa91a.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CubeSmart (CUBE)
CIK: 0001298675
Period of Report: 2014-05-28

Reporting Person: DIEFENDERFER WILLIAM M III (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-05-28 Common A 3855.0000 $0.0000 Acquired 122628.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-05-28 Phantom Shares $ A 5710.0000 Acquired Common (5710.0000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common 28000.0000 Indirect

Footnotes

F1: The common shares issued under the Company's 2007 Equity Incentive Plan and are subject to forfeiture. The common shares have a vest on the earlier of the first anniversary of the grant date or the Company's annual meeting of shareholders in 2015.

F2: These phantom shares were acquired under the CubeSmart Trustees Deferred Compensation Plan, and are payable in cash on a one-for-one basis after the reporting person ceases service with the Company. The reporting person may elect to transfer these phantom shares at any time by reallocating the deemed phantom share investment option to another investment alternative, and such transfer will be effective on the first business day of the calendar quarter following the election.