0001462216-22-000003.txt : 20220603 0001462216-22-000003.hdr.sgml : 20220603 20220603111534 ACCESSION NUMBER: 0001462216-22-000003 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220601 FILED AS OF DATE: 20220603 DATE AS OF CHANGE: 20220603 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Schwartz H. Michael CENTRAL INDEX KEY: 0001462216 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-55617 FILM NUMBER: 22993317 MAIL ADDRESS: STREET 1: 10 TERRACE ROAD CITY: LADERA RANCH STATE: CA ZIP: 92694 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SmartStop Self Storage REIT, Inc. CENTRAL INDEX KEY: 0001585389 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 461722812 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 10 TERRACE ROAD CITY: LADERA RANCH STATE: CA ZIP: 92694 BUSINESS PHONE: 949 429 6600 MAIL ADDRESS: STREET 1: 10 TERRACE ROAD CITY: LADERA RANCH STATE: CA ZIP: 92694 FORMER COMPANY: FORMER CONFORMED NAME: Strategic Storage Trust II, Inc. DATE OF NAME CHANGE: 20130828 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2022-06-01 0 0001585389 SmartStop Self Storage REIT, Inc. N/A 0001462216 Schwartz H. Michael 10 TERRACE ROAD LADERA RANCH CA 92694 1 1 0 0 Chief Executive Officer Class A Common Stock 483224 I See Footnote 1. Class A Common Stock 117260.79 I Through Schwartz Family Trust dated September 22, 2003 Class A Common Units 0 2022-06-01 4 A 0 116.45 A Class A Common Stock 116.45 116.45 D Class A Common Units 0 Class A Common Stock 386173 386173 I See Footnote 5. Long-Term Incentive Plan Units 0 Class A Common Stock 360447.16 360447.16 I Through Schwartz Family Trust dated September 22, 2003 Long-Term Incentive Plan Units 0 Class A Common Stock 240298.21 240298.21 I Through Schwartz Family Trust dated September 22, 2003 Class A-1 Units 0 Class A Common Stock 8496347.71 8496347.71 I See Footnote 10. Represents 100 shares of Class A Common Stock owned by SmartStop OP Holdings, LLC ("SOH") and 483,124 shares of Class A Common Stock owned by Strategic 1031, LLC ("Strategic 1031") previously reported as being owned by the Reporting Person. SOH and Strategic 1031 are each indirectly owned and controlled by the Reporting Person. Represents 117,260.79 shares of restricted stock previously reported as being owned by the Reporting Person. Represents Class A common units ("Class A Common Units") of SmartStop OP, L.P., the Issuer's operating partnership (the "Operating Partnership"). 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. On June 1, 2022, the Issuer, SSGT II Merger Sub, LLC ("SSGT II Merger Sub"), and Strategic Storage Growth Trust II, Inc. ("SSGT II") entered into an agreement and plan of merger (the "SSGT II Merger Agreement") whereby SSGT II merged with and into SSGT II Merger Sub (the "SSGT II Merger"). In connection with the SSGT II Merger, the Reporting Person contributed 116.45 units of partnership interest in SS Growth Operating Partnership II, L.P., SSGT II's operating partnership, to the Operating Partnership in exchange for 116.45 Class A Common Units. Represents 386,100 Class A Common Units owned by SS Growth Advisor, LLC ("SS Growth Advisor") and 73 Class A Common Units owned by SS Toronto REIT Advisors, LLC ("SS Toronto REIT Advisors") previously reported as being owned by the Reporting Person. SS Growth Advisor and SS Toronto REIT Advisors are each indirectly owned and controlled by the Reporting Person. Represents long-term incentive plan units ("LTIP Units") of the Operating Partnership. Vested LTIP Units are convertible into Class A Common Units. Represents 360,447.16 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. Represents 240,298.21 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. 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. Represents 8,496,347.71 Class A-1 Units owned by SOH previously reported as being owned by the Reporting Person. /s/ H. Michael Schwartz 2022-06-03