SmartStop Self Storage REIT, Inc. — Director's Dealing 2021

Dec 10, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SmartStop Self Storage REIT, Inc. (N/A)
CIK: 0001585389
Period of Report: 2021-12-09

Reporting Person: Look Nicholas (General Counsel and Secretary)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-12-09	Class A-1 Units	$0	J	49506	Acquired		Class A Common Stock (49506)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	4690.43	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Long-Term Incentive Plan Units	$0		Class A Common Stock (12189.9)	12189.9	Direct
Long-Term Incentive Plan Units	$0		Class A Common Stock (8126.6)	8126.6	Direct

Footnotes

F1: Represents 4,690.43 shares of restricted stock previously reported as being owned by the Reporting Person.

F2: Represents long-term incentive plan units ("LTIP Units") of SmartStop OP, L.P., the Issuer's operating partnership (the "Operating Partnership"). Vested LTIP Units are convertible into Class A common units of the Operating Partnership ("Class A Common Units"). Class A Common Units are redeemable by the holder for, at the election of the Issuer, shares of Class A Common Stock of the Issuer on a one-for-one basis or the cash value of such shares.

F3: Represents 12,189.9 LTIP Units previously reported as being owned by the Reporting Person. The LTIP Units vest ratably over a four-year period commencing on December 31 of the year of grant, subject to the Reporting Person's continued employment or service through each vesting date. 4,125.4 LTIP Units were granted on April 22, 2020, and 8,064.5 LTIP Units were granted on April 19, 2021.

F4: Represents 8,126.6 LTIP Units previously reported as being owned by the Reporting Person, which number is equal to 200% of the target number of LTIP Units to be issued upon vesting. The actual number of LTIP Units to be issued upon vesting can range from 0% to 100% of the number of LTIP Units reported, based on achievement of specified performance measures. Assuming the achievement of the specified performance measures, 2,750.3 LTIP Units, as adjusted, will vest no later than March 31, 2023, and 5,376.3 LTIP Units, as adjusted, will vest no later than March 31, 2024.

F5: Represents Class A-1 limited partnership units ("Class A-1 Units") of the Operating Partnership. Class A-1 Units are redeemable by the holder for, at the election of the Issuer, shares of Class A Common Stock of the Issuer on a one-for-one basis or the cash value of such shares.

F6: On December 9, 2021, the Reporting Person acquired 49,506 Class A-1 Units from SS Asset Management Holdings, LLC ("SSAMH"), in exchange for the complete redemption of the Reporting Person's equity interests in SSAMH.