Filing Details
- Accession Number:
- 0001462216-25-000003
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2025-04-04 18:29:22
- Reporting Period:
- 2025-04-03
- Filing Date:
- 2025-04-04
- Accepted Time:
- 2025-04-04 18:29:22
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1585389 | Smartstop Self Storage Reit Inc. | SMA | () | 4 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1462216 | Michael H. Schwartz | 10 Terrace Road Ladera Ranch CA 92694 | Chief Executive Officer | Yes | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2025-04-03 | 18,000 | $30.00 | 18,000 | No | 4 | P | Indirect | See Footnote 1. |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | P | Indirect | See Footnote 1. |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Class A Common Stock | 120,806 | Indirect | See Footnote 2. |
| Class A Common Stock | 29,315 | Indirect | Through Schwartz Family Trust dated September 22, 2003 |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Class A Common Stock | Class A Common Units | $0.00 | 29 | 29 | Indirect | ||
| Class A Common Stock | Class A Common Units | $0.00 | 96,543 | 96,543 | Indirect | ||
| Class A Common Stock | Long-Term Incentive Plan Units | $0.00 | 233,791 | 233,791 | Indirect | ||
| Class A Common Stock | Long-Term Incentive Plan Units | $0.00 | 192,600 | 192,600 | Indirect | ||
| Class A Common Stock | Class A-1 Units | $0.00 | 2,397,695 | 2,397,695 | Indirect |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 29 | 29 | Indirect | |
| 96,543 | 96,543 | Indirect | |
| 233,791 | 233,791 | Indirect | |
| 192,600 | 192,600 | Indirect | |
| 2,397,695 | 2,397,695 | Indirect |
Footnotes
- 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.
- 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.
- Represents 29,315.15 shares of Class A Common Stock previously reported as being owned by the Reporting Person.
- 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.
- 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.
- Represents 96,543.26 Class A Common Units owned by SOH previously reported as being owned 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 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.
- 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.
- 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 2,397,695.44 Class A-1 Units owned by SOH previously reported as being owned by the Reporting Person.
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