JBG SMITH (JBGS) CIO Reports 4,000-Share Unit Conversion, No Sale

Rhea-AI Filing Summary

Xanders George Laucks, Chief Investment Officer of JBG SMITH Properties (JBGS), reported transactions on 08/15/2025 converting LTIP Units and OP Units into common shares. The filing shows 4,000 common shares acquired through conversions/exchanges and indicates the reporting person has remaining indirect beneficial holdings in the operating partnership: 540,436 OP Units, 8,800 OP Units, and 4,800 OP Units (each reported as "D" meaning disclosed indirect holdings following the transactions). The filing explicitly states no sale or monetization occurred; OP Units are redeemable for one common share (or cash) once vested. The transactions are described as internal unit conversions and exchanges rather than open-market trades.

Insights

Financial Analyst

TL;DR: Insider converted partnership units into 4,000 common shares; no sale, so limited market impact.

The filing documents internal conversions of LTIP and OP units into common shares on 08/15/2025, resulting in 4,000 common shares acquired. The report clarifies these were not sales or monetizations but structural conversions within the OP and issuer. From a capital‑markets perspective, such conversions typically have minimal immediate signaling effect because they reflect contractual unit mechanics and the holder retains economic exposure through remaining OP Units. Reported indirect holdings remain substantial at 540,436 and two smaller OP Unit balances, reflecting continued alignment with the issuer.

Corporate Governance Expert

TL;DR: Conversion of incentive and partnership units into shares indicates ordinary executive compensation/vesting activity, not an exit.

The Form 4 shows LTIP Units converting to OP Units and OP Units exchanged into common shares, with an explicit statement that no sale occurred. This is consistent with incentive compensation vesting and structural unit-to-share mechanics. Disclosure of remaining OP Unit balances and the redeemable nature of OP Units is important for assessing continuing insider ownership and potential future share issuance or redemptions, but the filing itself does not indicate governance concerns or changes in control.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Xanders George Laucks

(Last) (First) (Middle)

C/O JBG SMITH PROPERTIES

4747 BETHESDA AVENUE, SUITE 200

(Street)

BETHESDA MD 20814

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
JBG SMITH Properties [ JBGS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Investment Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	08/15/2025		C(1)		4,000	A	(2)	6,750	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
LTIP Units	(3)	08/15/2025		C(1)			4,000	(3)	(3)	Common Shares	4,000	(3)	540,436	D
OP Units	(2)(3)	08/15/2025		C(1)		4,000		(2)(3)	(2)(3)	Common Shares	4,000	(2)(3)	8,800	D
OP Units	(2)	08/15/2025		C(1)			4,000	(2)	(2)	Common Shares	4,000	(2)	4,800	D

Explanation of Responses:

1. The reported transactions represent solely a conversion of limited partnership units in JBG SMITH Properties LP (the "OP"), the operating partnership of JBG SMITH Properties (the "Issuer"), designated as LTIP Units ("LTIP Units") into Operating Partnership Units ("OP Units") in the OP, and an exchange of OP Units into common shares of the Issuer, par value $0.01 ("Common Shares"). No sale or monetization of securities has occurred.

2. Each OP Unit is redeemable, once vested, by the holder for one Common Share, or the cash value of a Common Share, at the Issuer's option.

3. Limited partnership units in the OP designated as LTIP Units are a class of units in the OP that, if vested, are 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.

	/s/ Steven A. Museles, attorney-in-fact	08/15/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What transactions did Xanders George Laucks report on the JBGS Form 4?

The filing reports conversions of LTIP Units and OP Units into common shares on 08/15/2025, resulting in 4,000 common shares acquired and updated OP Unit holdings.

Did the Form 4 report any sales or monetization of JBGS stock by the insider?

No. The filing explicitly states no sale or monetization occurred; the transactions were conversions and exchanges within the operating partnership and issuer.

How many OP Units does the reporting person still beneficially own after the transactions?

The Form 4 lists remaining indirect beneficial holdings of 540,436 OP Units, 8,800 OP Units, and 4,800 OP Units as reported following the transactions.

What is the redemption feature of OP Units described in the filing?

Each OP Unit is redeemable, once vested, by the holder for one Common Share or the cash value of a Common Share, at the issuer's option, as stated in the filing.

Were the transactions part of a 10b5-1 or similar plan?

The filing does not indicate that the transactions were made pursuant to a 10b5-1 plan; it only describes conversions/exchanges and includes no statement about a trading plan.