H. Michael Schwartz - Apr 3, 2025 Form 4 Insider Report for SmartStop Self Storage REIT, Inc. (SMA)

Signature
/s/ H. Michael Schwartz
Stock symbol
SMA
Transactions as of
Apr 3, 2025
Transactions value $
$540,000
Form type
4
Date filed
4/4/2025, 06:29 PM
Previous filing
Mar 17, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SMA Common Stock Purchase $540K +18K $30.00 18K Apr 3, 2025 See Footnote 1. F1
holding SMA Class A Common Stock 121K Apr 3, 2025 See Footnote 2. F2, F4
holding SMA Class A Common Stock 29.3K Apr 3, 2025 Through Schwartz Family Trust dated September 22, 2003 F3, F4

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
holding SMA Class A Common Units 29.1 Apr 3, 2025 Class A Common Stock 29.1 $0.00 Through Schwartz Family Trust dated September 22, 2003 F4, F5
holding SMA Class A Common Units 96.5K Apr 3, 2025 Class A Common Stock 96.5K $0.00 See Footnote 6. F4, F5, F6
holding SMA Long-Term Incentive Plan Units 234K Apr 3, 2025 Class A Common Stock 234K $0.00 Through Schwartz Family Trust dated September 22, 2003 F4, F7, F8
holding SMA Long-Term Incentive Plan Units 193K Apr 3, 2025 Class A Common Stock 193K $0.00 Through Schwartz Family Trust dated September 22, 2003 F4, F7, F9
holding SMA Class A-1 Units 2.4M Apr 3, 2025 Class A Common Stock 2.4M $0.00 See Footnote 11. F4, F10, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents 18,000 shares of common stock acquired pursuant to an issuer directed allocation in connection with the Issuer's underwritten public offering, indirectly owned by Churchill TRI LLC, a Nevada limited liability company, which is 50% owned by The H. Michael Schwartz 2011 Irrevocable Trust and 50% owned by The Holly Breaux Schwartz 2011 Irrevocable Trust.
F2 Represents 120,805.97 shares of Class A Common Stock owned by SmartStop OP Holdings, LLC ("SOH") previously reported as being owned by the Reporting Person. SOH is indirectly owned and controlled by the Reporting Person.
F3 Represents 29,315.15 shares of Class A Common Stock previously reported as being owned by the Reporting Person.
F4 Includes securities previously reported as being owned by the Reporting Person adjusted for the one-for-four reverse stock split of the Issuer's issued and outstanding shares of Class A Common Stock and the one-for-four reverse unit split of the Operating Partnership's (as defined below) issued and outstanding partnership units (collectively, the "Reverse Equity Splits"). As a result of the Reverse Equity Splits, every four shares of the Issuer's Class A Common Stock and every four of the Operating Partnership's partnership units were automatically changed into one issued and outstanding share of Class A Common Stock or partnership units, as applicable, rounded to the nearest 1/1000th share or partnership unit.
F5 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.
F6 Represents 96,543.26 Class A Common Units owned by SOH previously reported as being owned by the Reporting Person.
F7 Represents long-term incentive plan units ("LTIP Units") of the Operating Partnership. Vested LTIP Units are convertible into Class A Common Units.
F8 Represents 233,791.29 LTIP Units previously reported as being owned by the Reporting Person. The 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.
F9 Represents 192,600.19 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.
F10 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.
F11 Represents 2,397,695.44 Class A-1 Units owned by SOH previously reported as being owned by the Reporting Person.