Wayne Johnson - 13 Mar 2025 Form 4 Insider Report for SmartStop Self Storage REIT, Inc. (SMA)

Signature
/s/ Wayne Johnson
Issuer symbol
SMA
Transactions as of
13 Mar 2025
Net transactions value
$0
Form type
4
Filing time
17 Mar 2025, 20:26:18 UTC
Previous filing
11 Mar 2024
Next filing
03 Apr 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding SMA Class A Common Stock 23,452 13 Mar 2025 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SMA Long-Term Incentive Plan Units Award $0 +5,216 +8.7% $0.000000 64,841 13 Mar 2025 Class A Common Stock 5,216 $0.000000 Direct F2, F3, F4
transaction SMA Long-Term Incentive Plan Units Award $0 +17,997 +20% $0.000000 107,358 17 Mar 2025 Class A Common Stock 17,997 $0.000000 Direct F2, F5
transaction SMA Long-Term Incentive Plan Units Award $0 +17,728 +27% $0.000000 82,569 17 Mar 2025 Class A Common Stock 17,728 $0.000000 Direct F2, F6
holding SMA Class A-1 Units 495,063 13 Mar 2025 Class A Common Stock 495,063 $0.000000 Direct F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents 23,452.16 shares of Class A Common Stock previously reported as being owned by the Reporting Person.
F2 Represents long-term incentive plan units ("LTIP Units") of SmartStop OP, L.P., the Issuer's operating partnership (the "Operating Partnership"). Vested LTIP Units are convertible into Class A common units of the Operating Partnership ("Class A Common Units"). 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.
F3 Represents LTIP Units previously reported as being owned by the Reporting Person, which LTIP Units were subject to vesting based on the achievement of specified performance measures. Such LTIP Units were reported at 200% of the target number of LTIP Units to be issued upon vesting, or 10,432.47 LTIP Units, on February 4, 2022. The actual number of LTIP Units to be issued upon vesting could range from 0% to 100% of the number of LTIP Units reported based on the actual performance measure achieved. On March 13, 2025, the Compensation Committee of the Issuer's Board of Directors determined that a performance measure had been achieved such that 50% of the number of LTIP Units previously reported, or 5,216.24 LTIP Units, were earned.
F4 Excludes 5,216.23 LTIP Units previously reported as being owned by the Reporting Person that did not vest, as described in Footnote 3.
F5 Represents 17,997 LTIP Units issued to the Reporting Person pursuant to the Issuer's incentive plan, which LTIP Units vest ratably over four years commencing on December 31, 2025, subject to the Reporting Person's continued employment or service through each vesting date.
F6 Represents 17,728 LTIP Units issued to the Reporting Person pursuant to the Issuer's incentive plan, 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. Assuming the achievement of the specified performance measures, the LTIP Units, as adjusted, will vest no later than March 31, 2028.
F7 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.
F8 Represents 495,063 Class A-1 Units previously reported as being owned by the Reporting Person.