0001104659-18-006930.txt : 20180206 0001104659-18-006930.hdr.sgml : 20180206 20180206202736 ACCESSION NUMBER: 0001104659-18-006930 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180202 FILED AS OF DATE: 20180206 DATE AS OF CHANGE: 20180206 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Coulter Brian Patrick CENTRAL INDEX KEY: 0001708642 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37994 FILM NUMBER: 18579061 MAIL ADDRESS: STREET 1: C/O JBG/OPERATING PARTNERS, L.P. STREET 2: 4445 WILLARD AVENUE, SUITE 400 CITY: CHEVY CHASE STATE: MD ZIP: 20815 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: JBG SMITH Properties CENTRAL INDEX KEY: 0001689796 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 814307010 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4445 WILLARD AVENUE STREET 2: SUITE 400 CITY: CHEVY CHASE STATE: MD ZIP: 20815 BUSINESS PHONE: 240-333-3600 MAIL ADDRESS: STREET 1: 4445 WILLARD AVENUE STREET 2: SUITE 400 CITY: CHEVY CHASE STATE: MD ZIP: 20815 FORMER COMPANY: FORMER CONFORMED NAME: Vornado DC Spinco DATE OF NAME CHANGE: 20161109 4 1 a4.xml 4 X0306 4 2018-02-02 0 0001689796 JBG SMITH Properties JBGS 0001708642 Coulter Brian Patrick C/O JBG SMITH PROPERTIES 4445 WILLARD AVENUE, SUITE 400 CHEVY CHASE MD 20815 0 1 0 0 Co-Chief Development Officer LTIP Units 2018-02-02 4 A 0 17906 A Common Shares 17906 69473 D LTIP Units 2018-02-02 4 A 0 32976 A Common Shares 32976 102449 D The reporting person received a grant of limited partnership units in JBG SMITH Properties LP, JBG SMITH Properties' (the "Issuer's") operating partnership (the "OP"), designated as LTIP Units ("LTIP Units") pursuant to the JBG SMITH Properties 2017 Omnibus Share Plan ("Omnibus Plan"). These 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 operating partnership units in the OP ("OP Units"). The resulting OP Units are redeemable by the holder for one common share of the Issuer, par value $0.01 (a "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 LTIP issuance. The LTIP Units vest 25% on each of the first through fourth anniversaries of January 1, 2018, subject to reporting person's continued employment through each vesting date. The reporting person received a grant of LTIP Units pursuant to the Omnibus Plan. These LTIP Units, plus any LTIP Units received in respect of accrued dividend equivalents pursuant to the terms of the award agreements, are a class of units in the OP that, if earned and 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. 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 LTIP Units issuance. These LTIP Units, or a portion thereof, may become earned based on the Issuer's achievement of the performance conditions set forth in the award agreement over a three-year performance period commencing January 31, 2018 (or under certain circumstances, over an additional seven-year performance period thereafter). To the extent earned, the LTIP Units will vest 50% on the date the number of LTIP Units that become earned is determined and 50% on January 30, 2022 (or, if any LTIP Units become earned during the additional seven-year performance period, on such date the LTIP Units become earned), subject to the reporting person's continued employment through each vesting date. /s/ Steven A. Museles, attorney-in-fact 2018-02-06