0001123292-17-001319.txt : 20170720 0001123292-17-001319.hdr.sgml : 20170720 20170720161840 ACCESSION NUMBER: 0001123292-17-001319 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170718 FILED AS OF DATE: 20170720 DATE AS OF CHANGE: 20170720 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Glosserman Michael J CENTRAL INDEX KEY: 0001436265 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37994 FILM NUMBER: 17974571 MAIL ADDRESS: STREET 1: THE JBG COMPANIES STREET 2: 4445 WILLARD AVENUE, 4TH FLOOR 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: 210 ROUTE 4 EAST STREET 2: 5TH FLOOR CITY: PARAMUS STATE: NJ ZIP: 07652 BUSINESS PHONE: 2015871000 MAIL ADDRESS: STREET 1: 210 ROUTE 4 EAST STREET 2: 5TH FLOOR CITY: PARAMUS STATE: NJ ZIP: 07652 FORMER COMPANY: FORMER CONFORMED NAME: Vornado DC Spinco DATE OF NAME CHANGE: 20161109 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2017-07-18 0001689796 JBG SMITH Properties JBGS 0001436265 Glosserman Michael J C/O JBG SMITH PROPERTIES 4445 WILLARD AVENUE, SUITE 400 CHEVY CHASE MD 20815 1 0 0 0 OP Units 2017-07-18 4 A 0 37550 A Common Shares 37550 37550 D OP Units 2017-07-18 4 A 0 447638 A Common Shares 447638 485188 D OP Units 2017-07-18 4 A 0 647 A Common Shares 647 647 I By Glosser Family Revocable Trust OP Units 2017-07-18 4 A 0 98437 A Common Shares 98437 98437 I By MG Fund Holdings I, L.L.C. OP Units 2017-07-18 4 A 0 95660 A Common Shares 95660 95660 I By MG Fund Holdings II, L.L.C. OP Units 2017-07-18 4 A 0 149212 A Common Shares 149212 149212 I By Glosserman Family JBG Operating, L.L.C. Formation Units 37.10 2017-07-18 4 A 0 144204 A Common Shares 144204 144204 D 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"). 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 service on the Issuer's Board of Trustees through each vesting date. These OP Units were issued as consideration for the management companies of JBG. 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] [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. /s/ Steven Museles, attorney-in-fact 2017-07-20