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SmartStop (SMA) General Counsel awarded time- and performance-based LTIP units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Look Nicholas reported acquisition or exercise transactions in this Form 4 filing.

SmartStop Self Storage REIT, Inc. reported that General Counsel and Secretary Nicholas Look received equity-based compensation awards. He was granted 4,006 Long-Term Incentive Plan (LTIP) Units and a separate 6,392 LTIP Unit grant at a price of $0.00 per unit. The 4,006 LTIP Units vest ratably over four years starting December 31 of the grant year, subject to continued employment. The 6,392 LTIP Units represent 200% of the target award; the actual number that ultimately vests can range from 0% to 100% of that amount based on specified performance measures, with vesting expected no later than January 31, 2029 if those measures are achieved. Footnotes state that vested LTIP Units and Class A-1 Units are ultimately redeemable, at the issuer’s election, for an equal number of shares of Common Stock or the cash value of such shares.

Positive

  • None.

Negative

  • None.
Insider Look Nicholas
Role General Counsel and Secretary
Type Security Shares Price Value
Grant/Award Long-Term Incentive Plan Units 4,006 $0.00 --
Grant/Award Long-Term Incentive Plan Units 6,392 $0.00 --
holding Long-Term Incentive Plan Units -- -- --
holding Class A-1 Units -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Long-Term Incentive Plan Units — 15,826.99 shares (Direct); Class A-1 Units — 12,376.5 shares (Direct); Common Stock — 1,613 shares (Direct)
Footnotes (1)
  1. Includes shares of Common Stock previously reported as being owned by the Reporting Person. 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 common units of the Operating Partnership ("Common Units"). Common Units are redeemable by the holder for, at the election of the Issuer, shares of the Issuer's Common Stock on a one-for-one basis or the cash value of such shares. Represents 4,006 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 of the year of grant, subject to the Reporting Person's continued employment or service through each vesting date. Represents 6,392 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 January 31, 2029. Represents LTIP Units previously reported as being owned by the Reporting Person. The LTIP Units vest ratably over four years commencing on the first anniversary of the issuance thereof, subject to the Reporting Person's continued employment or service through each vesting date. Represents Class A-1 limited partnership units ("Class A-1 Units"). Class A-I Units are redeemable by the holder for, at the election of the Issuer, shares of Common Stock of the Issuer on a one-for-one basis or the cash value of such shares. Represents 12,376.50 Class A-1 Units previously reported as being owned by the Reporting Person.
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Look Nicholas

(Last)(First)(Middle)
10 TERRACE ROAD

(Street)
LADERA RANCH CALIFORNIA 92694

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
SmartStop Self Storage REIT, Inc. [ SMA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
General Counsel and Secretary
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock1,613(1)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Long-Term Incentive Plan Units(2)$0(2)03/25/2026A4,006 (3) (3)Common Stock4,006$015,826.99D
Long-Term Incentive Plan Units(2)$0(2)03/25/2026A6,392 (4) (4)Common Stock6,392$015,907.65D
Long-Term Incentive Plan Units(2)$0(2) (5) (5)Common Stock29,31929,319(5)D
Class A-1 Units(6)$0(6) (6) (6)Common Stock12,376.512,376.5(7)D
Explanation of Responses:
1. Includes shares of Common Stock previously reported as being owned by the Reporting Person.
2. 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 common units of the Operating Partnership ("Common Units"). Common Units are redeemable by the holder for, at the election of the Issuer, shares of the Issuer's Common Stock on a one-for-one basis or the cash value of such shares.
3. Represents 4,006 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 of the year of grant, subject to the Reporting Person's continued employment or service through each vesting date.
4. Represents 6,392 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 January 31, 2029.
5. Represents LTIP Units previously reported as being owned by the Reporting Person. The LTIP Units vest ratably over four years commencing on the first anniversary of the issuance thereof, subject to the Reporting Person's continued employment or service through each vesting date.
6. Represents Class A-1 limited partnership units ("Class A-1 Units"). Class A-I Units are redeemable by the holder for, at the election of the Issuer, shares of Common Stock of the Issuer on a one-for-one basis or the cash value of such shares.
7. Represents 12,376.50 Class A-1 Units previously reported as being owned by the Reporting Person.
/s/ Nicholas Look03/27/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did SmartStop (SMA) report about Nicholas Look in this Form 4?

SmartStop reported that General Counsel and Secretary Nicholas Look received grants of Long-Term Incentive Plan Units as equity compensation, with vesting tied to time and specified performance measures under the company’s incentive plan.

How many LTIP Units were granted to Nicholas Look by SmartStop (SMA)?

Nicholas Look was granted 4,006 Long-Term Incentive Plan Units and a separate 6,392 LTIP Unit award at a price of $0.00 per unit, both issued under SmartStop’s incentive plan as part of his compensation.

How do the 4,006 LTIP Units granted to Nicholas Look vest at SmartStop (SMA)?

The 4,006 LTIP Units vest ratably over four years, beginning on December 31 of the year of grant. Vesting is conditioned on Nicholas Look’s continued employment or service with SmartStop through each vesting date.

What performance conditions apply to the 6,392 LTIP Units at SmartStop (SMA)?

The 6,392 LTIP Units equal 200% of the target award, with the actual number vesting ranging from 0% to 100% of that amount. Vesting depends on achievement of specified performance measures and will occur no later than January 31, 2029 if those measures are met.

Can Nicholas Look’s LTIP Units at SmartStop (SMA) be converted into Common Stock?

Vested LTIP Units are convertible into common units of the operating partnership, which are redeemable for shares of SmartStop’s Common Stock on a one-for-one basis or for the cash value of such shares, at the issuer’s election.

What are Class A-1 Units held by Nicholas Look at SmartStop (SMA)?

Class A-1 Units are limited partnership units redeemable by the holder for either shares of SmartStop’s Common Stock on a one-for-one basis or the cash value of such shares, at the company’s election, as described in the footnotes.
SmartStop Self Storage REIT, Inc.

NYSE:SMA

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LADERA RANCH