JBG SMITH Properties — Director's Dealing 2022

Feb 11, 2022

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: JBG SMITH Properties (JBGS)
CIK: 0001689796
Period of Report: 2021-12-31

Reporting Person: Glosserman Michael J (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-08-10	OP Units	$	G	471071	Disposed		Common Shares (471071)	Direct
2021-08-10	OP Units	$	G	471071	Acquired		Common Shares (471071)	Indirect
2021-12-13	OP Units	$	G	67000	Disposed		Common Shares (67000)	Indirect
2021-12-13	OP Units	$	G	67000	Acquired		Common Shares (67000)	Indirect
2021-10-27	LTIP Units	$	G	19309	Disposed		Common Shares (19309)	Direct
2021-10-27	LTIP Units	$	G	19309	Acquired		Common Shares (19309)	Indirect
2021-10-27	Formation Units	$37.1	G	36051	Disposed		Common Shares (36051)	Direct
2021-10-27	Formation Units	$37.1	G	36051	Acquired		Common Shares (36051)	Indirect

Footnotes

F1: Each Operating Partnership Unit ("OP Unit") in JBG SMITH Properties LP (the "OP"), 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.

F2: This transaction involved a gift of OP Units by Mr. Glosserman to the Michael J. Glosserman Revocable Trust.

F3: A previous filing inadvertently included indirect ownership of certain OP Units held by JBG Properties, Inc. for which the reporting person disclaims beneficial ownership and which such ownership is not included herein.

F4: As of December 31, 2021, 69,629 of these OP Units are unvested and will vest in equal monthly installments through July 1, 2022. The remaining 401,442 OP Units are vested.

F5: Mr. Glosserman is the sole trustee and beneficiary of the Michael J. Glosserman Revocable Trust

F6: This transaction involved a gift of OP Units from the Michael J. Glosserman Revocable Trust to a grantor retained annuity trust.

F7: As of December 31, 2021, 69,629 of these OP Units are unvested and will vest in equal monthly installments through July 1, 2022. The remaining 334,442 OP Units are vested.

F8: These limited partnership units in the OP designated as LTIP Units ("LTIP Units") are a class of units in the OP that, if vested, are convertible at the option of the holder, conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, into an equal number of OP Units.

F9: This transaction involved a gift of LTIP Units by Mr. Glosserman to the Michael J. Glosserman Revocable Trust.

F10: The reporting person received a grant of limited partnership interests in the OP designated as Formation Units ("Formation Units") pursuant to the JBG SMITH Properties 2017 Omnibus Share Plan. Formation Units are a class of units in the OP similar to "net exercise" stock option awards, that are convertible by the holder, once vested, into a number of vested LTIP Units determined by the increase in the value of a Common Share at the time of conversion over the value of a Common Share at the time the Formation Unit was granted. [footnote continued]

F11: [Continued from footnote] Vested LTIP Units into which Formation Units have been converted are further convertible at the option of the holder, conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, into an equal number of OP Units. The resulting OP Units are redeemable by the holder for one Common Share per OP Unit or the cash value of a Common Share, at the Issuer's option, after the two year anniversary of the issuance of the Formation Units, which was July 18, 2017.

F12: This transaction involved a gift of vested Formation Units by Mr. Glosserman to the Michael J. Glosserman Revocable Trust.