Schwartz H. Michael 4

What Happened

• H. Michael Schwartz, SmartStop Self Storage REIT's President, CEO and a Director, was granted two equity awards on 2026-03-25: 64,775 long‑term incentive plan (LTIP) units and 103,342 performance‑based LTIP units. Both awards are reported as derivative acquisitions at $0.00 (award grants), totaling 168,117 LTIP units.
• The 64,775 LTIP units vest ratably over four years beginning December 31 of the grant year. The 103,342 LTIP units represent 200% of the target award and are performance‑based; the actual payout can range from 0% to 100% of the reported amount depending on achievement of performance goals, and will vest no later than January 31, 2029 (if performance conditions are met).

Key Details

• Transaction date: 2026-03-25; Form 4 filed 2026-03-27 (appears timely).
• Reported price: $0.00 (award/derivative grant; Form 4 code A).
• Total units granted: 64,775 (time‑based LTIP) + 103,342 (performance LTIP) = 168,117 LTIP units.
• Conversion/settlement: LTIP units convert into operating partnership common units, which are redeemable for either SmartStop common shares on a one‑for‑one basis or cash at the issuer’s election (see footnotes F4, F7, F10).
• Vesting specifics: time‑based units vest ratably over 4 years (F5); performance units vest based on metrics and may vest up to the reported amount, with final vesting no later than 1/31/2029 (F6).
• Holdings note: several footnotes reference previously reported indirect or entity holdings (e.g., SOH and Churchill TRI LLC) and previously reported Class A‑1 and common units; these reflect prior disclosures, not new purchases in this filing (F1–F3, F8–F11).
• Filing timeliness: Filed two days after the transaction date; no late filing indication in the Form 4 summary.

Context

• These transactions are equity compensation awards (derivative grants), not open‑market purchases or sales. Such awards are routine for executive compensation and reflect pay structure and retention incentives rather than an immediate personal cash investment.
• The performance LTIP is variable by design (0–100% payout of reported amount depending on results). If converted and settled, LTIP/Common Units may be converted to common shares one‑for‑one or cashed out per the issuer’s election.