4//SEC Filing
Coulter Brian Patrick 4
Accession 0001123292-17-001306
CIK 0001689796other
Filed
Jul 19, 8:00 PM ET
Accepted
Jul 20, 4:14 PM ET
Size
16.7 KB
Accession
0001123292-17-001306
Insider Transaction Report
Form 4
Coulter Brian Patrick
Co-Chief Development Officer
Transactions
- Award
OP Units
2017-07-18+38,197→ 38,197 total→ Common Shares (38,197 underlying) - Award
OP Units
2017-07-18+807,384→ 845,581 total→ Common Shares (807,384 underlying) - Award
Formation Units
2017-07-18+148,247→ 148,247 totalExercise: $37.10→ Common Shares (148,247 underlying) - Award
OP Units
2017-07-18+94,934→ 94,934 total(indirect: By BC Fund Holdings I, L.L.C.)→ Common Shares (94,934 underlying) - Award
OP Units
2017-07-18+91,356→ 91,356 total(indirect: By BC Fund Holdings II, L.L.C.)→ Common Shares (91,356 underlying)
Footnotes (4)
- [F1]Operating Partnership Units ("OP Units") in JBG Smith Properties LP, JBG Smith Properties' (the "Issuer's") operating partnership (the "OP"). 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, beginning one year following the beginning of the first full calendar month following the Combination (as defined below). The OP Units will be fully vested on the date of grant. These OP Units were issued as consideration for the contribution of certain assets of The JBG Companies to the Issuer or its subsidiaries (the "Combination").
- [F2]These OP Units, if vested, 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, beginning one year following the beginning of the first full calendar month following the Combination. These OP Units vest 50% upon the closing of the Combination, and 50% in equal monthly installments, beginning on the first day of the 31st month after the Combination and ending on the first day of the 60th month after the Combination, subject to the reporting person's continued employment through each vesting date.
- [F3]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 limited partnership units of the OP designated as LTIP Units ("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]
- [F4][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. The Formation Units will vest 25% on each of the third and fourth anniversaries, and 50% on the fifth anniversary, of the closing of the Combination, subject to continued employment through each vesting date.
Documents
Issuer
JBG SMITH Properties
CIK 0001689796
Entity typeother
Related Parties
1- filerCIK 0001708642
Filing Metadata
- Form type
- 4
- Filed
- Jul 19, 8:00 PM ET
- Accepted
- Jul 20, 4:14 PM ET
- Size
- 16.7 KB