OTHER INFORMATION
−Removed: Amendment to 2017 Performance LTIP Unit Awards.
−Removed: On April 29, 2020, our Compensation Committee reviewed the terms of and approved an amendment to our 2017 performance-based LTIP Units, the terms of which prior to such amendment are set forth on our form of Amended and Restated 2017 Performance LTIP Unit Agreement ("2017 Performance-Based LTIP Units").
−Removed: The 2017 Performance-Based LTIP Units are subject to performance-based vesting based on the absolute total shareholder return ("TSR") of our common shares as well as the relative TSR of our common shares compared to the companies in the FTSE NAREIT Equity Office Index, measured over the three-year performance period beginning on the August 1, 2017 grant date.
−Removed: Prior to such amendment, the 2017 Performance-Based LTIP Units provided that, if the TSR for JBG SMITH over the three-year performance period is 0% or less, then the 2017 Performance-Based LTIP Units would be automatically forfeited in their entirety at the end of the three-year performance period, notwithstanding our relative TSR performance over the performance period.
−Removed: Following the amendment, the 2017 Performance-Based LTIP Units provide that, if JBG SMITH's TSR is 0% or less for the three-year performance period, then 50% of the 2017 Performance-Based LTIP Units that otherwise would have been earned based on relative TSR may be earned if JBG SMITH's TSR becomes positive within seven years following the end of the three-year performance period (with the other 50% being forfeited at the end of the three-year performance period).
−Removed: Except as described above, the terms of the 2017 Performance-Based LTIP Units, including the relative TSR performance targets and the stock index against which our performance is compared, remain unchanged.
−Removed: Such amendment was approved by the Compensation Committee with the advice of our independent compensation consultant, FPL Associates, L.P., and conforms the terms of the 2017 Performance-Based LTIP Units to later-issued awards with respect to the absolute TSR modifier.
(a) Exhibit Index
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Amended and Restated Bylaws of JBG SMITH Properties (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K, filed on February 21, 2020).
−Removed: Second Amendment to Credit Agreement, dated as of January 7, 2020, by and among JBG SMITH Properties LP, as Borrower, the financial institutions party thereto as lenders, and Wells Fargo Bank, National Association, as Administrative Agent (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K, filed on January 7, 2020).
−Removed: Amendment No.
−Removed: 1 to the JBG SMITH Properties 2017 Omnibus Share Plan, effective February 18, 2020 (incorporated by reference to Exhibit 10.30 to our Annual Report on Form 10-K, filed on March 5, 2020).
−Removed: Form of 2020 JBG SMITH Properties Restricted LTIP Unit Agreement (incorporated by reference to Exhibit 10.32 to our Annual Report on Form 10-K, filed on March 5, 2020).
−Removed: Form of 2020 JBG SMITH Properties Performance LTIP Unit Agreement (incorporated by reference to Exhibit 10.33 to our Annual Report on Form 10-K, filed on March 5, 2020).
−Removed: Letter Agreement, dated as of February 21, 2020, by and between JBG SMITH Properties and Robert A.
−Removed: Stewart (incorporated by reference to Exhibit 10.37 to our Annual Report on Form 10-K, filed on March 5, 2020).
+Added: Form of Second Amended and Restated 2017 JBG SMITH Properties Performance LTIP Unit Agreement.
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended and Section 302 of the Sarbanes-Oxley Act of 2002.
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JBG SMITH Properties
+Added: August 4, 2020
/s/ Stephen W.
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.