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Item 1. Business

2025-02-18 compared with 2024-02-20 · 135 added, 158 removed, 206 unchanged (59% of the section changed)

JBG SMITH, a Maryland REIT, owns, operates, invests in and develops mixed-use properties in high growth and high barrier-to-entry submarkets in and around Washington, D.C., most notably National Landing.

Through an intense focus on placemaking, JBG SMITH cultivates vibrant, amenity-rich, walkable neighborhoods throughout the Washington, D.C.

JBG SMITH, a Maryland real estate investment trust, owns, operates and develops mixed-use properties concentrated in amenity-rich, Metro-served submarkets in and around Washington, D.C., most notably National Landing, that we believe have long-term growth potential and appeal to residential, office and retail tenants.

Through an intense focus on placemaking, JBG SMITH cultivates vibrant, highly amenitized, walkable neighborhoods throughout the Washington, D.C.

metropolitan area.

Approximately 75.0% of our holdings are in the National Landing submarket in Northern Virginia, which is anchored by four key demand drivers:

Amazon's new headquarters;

Virginia Tech's under-construction $1 billion Innovation Campus;

the submarket’s proximity to the Pentagon;

and our deployment of 5G digital infrastructure.

In addition, our third-party asset management and real estate services business provides fee-based real estate services to the JBG Legacy Funds, other third parties and the WHI Impact Pool.

Amazon's headquarters;

Virginia Tech's $1 billion Innovation Campus;

proximity to the Pentagon;

and our placemaking initiatives and public infrastructure improvements.

In addition, our third-party asset management and real estate services business provides fee-based real estate services.

Substantially all our assets are held by, and our operations are conducted through, JBG SMITH LP.

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As of December 31, 2024, our Operating Portfolio consisted of 38 operating assets comprising 16 multifamily assets totaling 6,781 units (6,781 units at our share), 20 commercial assets totaling 6.7 million square feet (6.3 million square feet at our share) and two wholly owned land assets for which we are the ground lessor.

Additionally, we have two under-construction multifamily assets with 1,583 units (1,583 units at our share) and 17 assets in the development pipeline totaling 10.8 million square feet (8.8 million square feet at our share) of estimated potential development density.

We present combined portfolio operating data that aggregates assets we consolidate in our consolidated financial statements and assets in which we own an interest, but do not consolidate in our financial results.

Additionally, we have one under-construction multifamily asset with 775 units (775 units at our share) and 19 assets in our development pipeline totaling 11.0 million square feet (8.9 million square feet at our share) of estimated potential development density.

We present combined portfolio operating data that aggregate assets we consolidate in our consolidated financial statements and assets in which we own an interest, but do not consolidate in our financial results.

For additional information regarding our assets, see Item 2 "Properties."

Certain terms used throughout this Annual Report on Form 10-K are defined under "Definitions" starting on page 3.

We own and operate urban mixed-use properties concentrated in what we believe are the highest growth, Metro-served submarkets in and around Washington, D.C., most notably National Landing, that have significant barriers to entry and key urban amenities.

We own and operate urban mixed-use properties concentrated in amenity-rich, Metro-served submarkets in and around Washington, D.C., most notably National Landing, that we believe have long-term growth potential and appeal to residential, office and retail tenants.

We have significant expertise with multifamily, office and retail assets.

We believe that we are known for our creative deal-making and capital allocation skills and for our development and value creation expertise.

We intend to continue to opportunistically sell or recapitalize assets as well as land sites where a ground lease or joint venture execution may represent the most attractive path to maximizing value.

Recycling the proceeds from these sales will not only fund our planned growth through value-added development and potential acquisitions but will also further advance the strategic shift in the composition of our portfolio to majority multifamily, with an office portfolio concentrated in National Landing.

Since the Formation Transaction, we have consistently focused our capital allocation strategy on maximizing long-term NAV per share growth, and will continue to do so.

We intend to continue to opportunistically sell or recapitalize assets (which may be multifamily, commercial, and/or retail assets) as well as land sites where a ground lease or joint venture execution may represent the most attractive path to maximizing value.

As long as we believe our share price does not reflect the underlying, intrinsic value of our business, as we do now, we expect to continue repurchasing shares through our share repurchase plan (which has a capacity of approximately $838 million as of February 14, 2025) and to fund such repurchases through such assets sales or recapitalizations.

In a climate where office assets are near cyclical lows with limited liquidity, we intend in the near term to focus on sourcing liquidity from multifamily assets, specifically our multifamily assets in Washington, D.C.

where our holdings are less concentrated.

Recycling these assets will also further advance our strategy to concentrate our portfolio in National Landing.

One of our approaches to value creation uses a series of complementary disciplines through a process we call "Placemaking." Placemaking involves strategically mixing high-quality multifamily and commercial buildings with anchor, specialty and neighborhood retail in a high density, thoughtfully planned and designed public space.

Through this process, we create synergies, and thus value, across those varied uses leading to unique, amenity-rich, walkable neighborhoods that are desirable and enhance tenant and investor demand.

We believe our Placemaking approach will increase occupancy and rental rates in our portfolio, in particular with respect to our concentrated and extensive land and operating asset holdings in National Landing.

We believe our Placemaking approach will increase occupancy and rental rates in our portfolio, in particular with respect to our concentrated and extensive land and

operating asset holdings in National Landing.

National Landing, situated in Northern Virginia directly across the Potomac River from Washington, D.C., is the interconnected and walkable neighborhood that encompasses Crystal City, the eastern portion of Pentagon City and the northern portion of Potomac Yard.

We believe National Landing is one of the region's best-located urban mixed-use communities due to its central and easily accessible location, its adjacency to Reagan National Airport, and its large base of existing offices, apartments and hotels.

We are repositioning our holdings in National Landing by executing a broad array of Placemaking strategies, including the delivery of new multifamily and office developments, locally sourced amenity retail, and thoughtful improvements to the streetscape, sidewalks, parks and other outdoor gathering spaces.

Utilizing our Placemaking expertise, each new project is intended to contribute to authentic and distinct neighborhoods by creating a vibrant street environment with robust retail offerings and other amenities, including improved public spaces.

Amazon's new headquarters is located in National Landing.

During the second quarter of 2023, we completed the construction of two new office buildings for Amazon on Metropolitan Park in National Landing, totaling 2.1 million square feet, inclusive of approximately 50,000 square feet of street-level retail with new shops and restaurants, and Amazon took occupancy of its new headquarters in June 2023.

We are the developer, property manager and retail leasing agent for Amazon's new headquarters at National Landing.

As of December 31, 2023, we have leases with Amazon totaling approximately 927,000 square feet across five office buildings in National Landing.

In connection with Amazon's new headquarters in National Landing, the Commonwealth of Virginia agreed to provide tax incentives to Amazon to create a minimum of 25,000 new full-time jobs and potentially 37,850 full-time jobs in National Landing with average annual wage targets for each calendar year, starting with $150,000 in 2019, and escalating 1.5% per year.

As of March 2023, Amazon has created approximately 8,000 new full-time jobs in National Landing.

We believe National Landing is one of the region's best-located urban mixed-use communities due to its central location with proximity to the Pentagon, Amazon’s headquarters, Virginia Tech’s Innovation Campus and Reagan National Airport, and its large base of existing offices, apartments and hotels.

We continue to implement our comprehensive plan to reposition our holdings in National Landing by executing a broad array of Placemaking strategies.

Our Placemaking includes the delivery of new multifamily assets, the delivery of redeveloped and new office assets subject to demand therefor, amenity retail, and thoughtful improvements to the streetscape, sidewalks, parks and other outdoor gathering spaces.

In keeping with our dedication to Placemaking, each new project is intended to contribute to an authentic and distinct neighborhood by creating a vibrant street environment with robust retail offerings and other amenities, including improved public spaces.

To that end, we saw the delivery of two placemaking projects, Water Park and Surreal in 2023.

In 2024, we delivered The Grace and Reva with 808 multifamily units and approximately 38,000 square feet of retail space, which were 68.6% leased as of December 31, 2024.

We expect to deliver 2000/2001 South Bell Street, a 775-unit multifamily asset comprising two towers, Valen and The Zoe with ground floor retail, in 2025.

Additionally, in 2024, we started construction on a new office amenity hub at 2011 Crystal Drive that, along with a repositioning of the asset itself, brings a large scale externally managed meeting and conference facility, two elevated food and beverage offerings, and an activated public lobby.

We developed two new office buildings for Amazon on Metropolitan Park in National Landing, totaling 2.1 million square feet, inclusive of approximately 50,000 square feet of street-level retail with new shops and restaurants, and Amazon took occupancy of its new headquarters in 2023.

We are the property manager and retail leasing agent for Amazon's headquarters at National Landing.

As of December 31, 2024, we have leases with Amazon totaling approximately 357,000 square feet in two office buildings in National Landing.

In connection with Amazon's headquarters in National Landing, the Commonwealth of Virginia agreed to provide tax incentives to Amazon to create a minimum of 25,000 new full-time jobs and potentially 37,850 full-time jobs in National Landing with average annual wage targets for each calendar year, starting with $150,000 in 2019, and escalating 1.5% per year.

As of April 2024, Amazon had created approximately 8,000 new full-time jobs in National Landing.

We, alongside Amazon, Virginia Tech, and federal, state, and local governments plan to invest over $12.0 billion, including infrastructure investments, that will directly benefit National Landing.

The infrastructure investments include:

a new Metro station (Potomac Yard), a new Metro entrance (Crystal Drive) a pedestrian bridge to Reagan National Airport;

a Metro station (Potomac Yard) that opened in 2023, a new Metro entrance (Crystal Drive) currently under construction, a pedestrian bridge to Reagan National Airport;

a new commuter rail station located between two of our Crystal Drive office assets;

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Route 1 that currently divide parts of National Landing to create better multimodal access and walkability;

funding for the innovation campus anchored by Virginia Tech;

funding for the Virginia Tech Innovation Campus;

and Long Bridge, the planned two-track rail connection between Washington, D.C.

and National Landing.

The Potomac Yard Metro station opened in May 2023.

In the fall of 2020, Virginia Tech virtually launched the inaugural academic year of its $1 billion Innovation Campus in National Landing, which is under construction.

This expected powerful demand driver sits adjacent to 2.0 million square feet of development density we own in National Landing and the new Potomac Yard Metro station, which opened in May 2023, all approximately one mile south of Amazon's new headquarters.

The campus is part of a 20-acre innovation district, of which the fully entitled first phase encompasses approximately 1.6 million square feet of space, including four office towers and two residential buildings, with ground-level retail.

On this campus, Virginia Tech intends to create an innovation ecosystem by co-locating academic and private sector uses to accelerate research and development spending, as well as the commercialization of technology.

When the Innovation Campus is fully operational, Virginia Tech plans to annually enroll approximately 750 master students and 200 PhD students in STEM fields.

Virginia Tech is expected to occupy a 3.5-acre campus in the Innovation Campus.

In December 2023, we, along with Monumental Sports & Entertainment, the Commonwealth of Virginia, and the City of Alexandria announced a plan to build a new sports and entertainment anchor in National Landing, subject to definitive documentation and applicable government approvals.

This 1.2 million square foot anchor would include a new arena for the Washington Capitals and Washington Wizards, along with a global corporate headquarters for Monumental Sports & Entertainment, a Monumental Sports Network media studio, the Wizards practice facility, a performing arts venue, and an expanded e-sports facility – all situated adjacent to the Virginia Tech Innovation Campus and the recently delivered Potomac Yard Metro Station.

We are making cutting-edge digital infrastructure investments to establish National Landing as among the first 5G-operable submarkets in the nation.

Building upon our Placemaking efforts, we are leveraging our concentrated and extensive land and operating asset holdings in National Landing to deploy a digital infrastructure platform at a neighborhood scale that delivers an amenity that we believe enhances tenant demand, specifically in the technology and defense sectors, and further differentiates National Landing.

In addition to these publicly-funded efforts, we have also deployed digital infrastructure enhancements such as a densified, high-capacity fiber grid and 5G small cells as well as provisions for a small “edge” data center should there be demand for one in the future.

We believe Virginia Tech's $1 billion Innovation Campus in National Landing is a powerful demand driver sitting adjacent to 1.3 million square feet of development density we own in National Landing and the Potomac Yard Metro station, all approximately one mile south of Amazon's headquarters.

The campus is part of a 20-acre innovation district, of which the first phase encompasses approximately 1.6 million square feet of space, including four office towers and two residential buildings, with ground-level retail.

In January 2025, the first building opened.

At this campus, Virginia Tech intends to create an innovation ecosystem by co-locating academic and private sector uses to accelerate research and development spending, as well as the commercialization of technology.

Virginia Tech plans to annually enroll approximately 750 master students and 200 PhD students in STEM fields at this campus.

The following are key components of our strategy:

Capitalize on Significant Demand Catalysts in National Landing.

We believe the strong technology sector tailwinds created by Amazon, the Virginia Tech Innovation Campus, the Pentagon and our National Landing digital infrastructure

platform will contribute to substantial growth from our Operating Portfolio and our 6.6 million square foot development pipeline in National Landing.

Approximately 75.0% of our portfolio is located in National Landing where Amazon is incentivized to employ a minimum of 25,000 new full-time jobs and potentially 37,850 planned employees, and Virginia Tech's $1 billion Innovation Campus is under construction.

We believe that demand will continue to materialize at the critical intersection of defense and technology.

The tailwinds created by Amazon, the Virginia Tech Innovation Campus, the Pentagon and our National Landing digital infrastructure platform will contribute to substantial growth from

our Operating Portfolio and our 6.8 million square foot development pipeline in National Landing.

Approximately 75.0% of our portfolio is located in National Landing where Amazon is incentivized to create a minimum of 25,000 new full-time jobs and potentially 37,850 full-time jobs, and Virginia Tech's $1 billion Innovation Campus is located.

As of January 2025, Amazon required their corporate employees to work from the office five days per week which we believe will be a significant boon to National Landing demand and vibrancy.

Given National Landing’s proximity to the Pentagon, recent historic increases in the U.S.

defense budget and robust foreign defense spending, we believe National Landing is positioned to capture growing defense demand, particularly as tech and defense are increasingly intertwined.

In 2023, 47.4% of leases executed by us in National Landing were with the Department of Defense and defense contractors.

We believe our investment in digital infrastructure including dense, redundant, and secure fiber networks, data center access, next-generation 5G connectivity, and privately held CBRS wireless spectrum provide a key advantage in continuing to attract companies to National Landing.

The digital infrastructure provides us with valuable tenant inducement tools, such as the ability to offer ubiquitous and redundant fiber connectivity and 5G private cellular networks.

Based on our experience, these features, delivered with support from industry-leading service providers including AT&T, Cisco, and Federated Wireless, are increasingly important to technology and defense companies, especially innovators in cybersecurity, internet of things, artificial intelligence and cloud computing.

In 2023, we believe that access to the unique digital infrastructure amenity was a decision factor for many of the tenants who executed leases in National Landing.

In addition to our Primary Focus on National Landing, Invest in and Operate Mixed-Use Assets in Other High-Growth, Metro-Served Submarkets in the Washington, D.C.

defense budget and robust foreign defense spending, we believe National Landing is positioned to capture growing demand from defense-focused tenants.

In 2024, 81.9% of leases executed by us in National Landing were with the Department of Defense and defense contractors, including technology companies.

Defense and national security remain a priority for the current administration and we believe that there will be an increasing focus on technology’s role in those areas.

Thoughtfully Allocate our Capital and Concentrate our Portfolio in National Landing.

A fundamental component of our strategy to maximize long-term NAV per share is thoughtful capital allocation.

We evaluate development, dispositions, share repurchases and other investment decisions based on how they may impact long-term NAV per share.

We intend to continue to opportunistically sell or recapitalize assets as well as monetize land sites where a ground lease or joint venture execution may represent the most attractive path to maximizing value.

Successful execution of our capital allocation strategy enables us to source capital at NAV from the disposition of assets generating low cash yields and repurchase our shares, since we believe our share price currently fails to reflect the underlying, intrinsic value of our business, and invest in development projects with significant yield spreads and profit potential.

While recent market conditions have significantly slowed down the pace of asset sales, we believe market conditions may be improving and anticipate redeploying the proceeds from any sales to share repurchases and funding our planned growth in National Landing.

where our holdings are less concentrated.

In the meantime, we continue to advance the design and entitlement of our 11.0 million square feet (8.9 million square feet at our share) of estimated potential development density in our development pipeline and intend to look to source joint venture capital as a means of funding these developments as market conditions permit.

While our Primary Focus is on Continuing to Grow our Investments in National Landing, we Continue to Operate Mixed-Use Assets in Other High-Growth, Metro-Served Submarkets in the Washington, D.C.

Metropolitan Area.

We intend to continue our longstanding strategy of owning and operating urban mixed-use properties concentrated in what we believe are the highest growth, Metro-served submarkets in the Washington, D.C.

To the extent it does not conflict with our capital allocation strategy and to the extent we believe doing so will maximize our long-term NAV per share growth, we intend to continue owning and operating urban mixed-use properties concentrated in what we believe are the highest growth, Metro-served submarkets in the Washington, D.C.

metropolitan area with high barriers to entry and vibrant urban amenities.

In addition to National Landing, these submarkets include the Rosslyn-Ballston Corridor in Northern Virginia;

the Ballpark, U Street/Shaw, and Union Market/NoMa, in the District of Columbia;

and Bethesda in Maryland.

In addition to National Landing, these submarkets currently include the Ballpark, U Street/Shaw and Union Market/NoMa in the District of Columbia.

These submarkets generally feature strong economic and demographic attributes, as well as superior transportation infrastructure that caters to the preferences of multifamily, office and retail tenants.

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metropolitan area as a whole.

Drive Incremental Growth Through Lease-up and Stabilization of Our Operating Assets, and Deliver Our Under-Construction Assets.

Drive Incremental Growth Through Lease-up and Stabilization of Our Operating Assets, and Deliver Our Under-Construction Asset.

Given our leasing capabilities and tenant demand for high-quality space in our submarkets, we believe that we are well positioned to achieve significant internal growth from the lease-up of vacant space in our in-service Operating Portfolio.

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(i) the commencement of signed but not yet commenced office and retail leases ($5.6 million total annualized estimated rent as of December 31, 2024, of which $1.5 million is expected in 2025) and (ii) contractual rent escalators in our non-GSA office and retail leases, which are based on increases in the Consumer Price Index or a fixed percentage.

As of December 31, 2023, we had 1,583 multifamily units under construction in National Landing across two projects (4 buildings):

1900 Crystal Drive and 2000/2001 South Bell Street.

Based on our current plans and estimates, these assets will require an additional $177.1 million to complete.

Monetize Our Significant Development Pipeline.

We expect our pipeline of ground-up development opportunities will produce favorable risk-adjusted returns on invested capital.

As of December 31, 2024, we had 775 multifamily units under construction in National Landing at 2000/2001 South Bell Street (Valen and The Zoe) and started construction on a new amenity hub at 2011 Crystal Drive that, based on our current plans and estimates, require an additional $73.3 million to complete, which we anticipate will be primarily expended over the next year.

Monetize Our Substantial Development Pipeline.

We expect our development pipeline will produce favorable risk-adjusted returns on invested capital.

As of December 31, 2024, our development pipeline consisted of 19 assets, and we estimate it can support 11.0 million square feet (8.9 million square feet at our share) of estimated potential development density:

82.1% of this potential development density comprises multifamily projects located in the high-growth submarkets of National Landing, the Ballpark, and Union Market/NoMa;

87.1% of this potential development density comprises multifamily projects located in the high-growth submarkets of National Landing and Union Market/NoMa;

and 100.0% of this potential development density is Metro-served.

Subject to market conditions, we intend to invest in multifamily development and in new office development subject to preleasing.

Subject to market conditions, we intend to invest in multifamily development and potentially new office development subject to preleasing.

The estimated potential development densities and uses reflect our current business plans as of December 31, 2024 and are subject to change based on market conditions.

In addition to developing select assets in this pipeline, we expect to unlock value through opportunistic asset sales, ground leases and recapitalizations.

Actively Allocate our Capital, Reposition Our Portfolio to Majority Multifamily and Concentrate our Office Portfolio in National Landing.

A fundamental component of our strategy to maximize long-term NAV per share is active capital allocation.

We evaluate development, acquisition, disposition, share repurchases and other investment decisions based on how they may impact long-term NAV per share.

Successful execution of our capital allocation strategy enables us to source capital at NAV from the disposition of assets generating low cash yields and invest those proceeds in new acquisitions with higher cash yields and growth, development projects with significant yield spreads and profit potential, and share repurchases.

Consequently, at any given time, we expect to be in various stages of discussions and negotiations with potential buyers, real estate venture partners, ground lessors, and other counterparties with respect to sales, joint ventures, and/or ground leases for certain of our assets, including portfolios thereof.

These discussions and negotiations may or may not lead to definitive documentation or closed transactions.

We anticipate redeploying the proceeds from these sales will not only help fund our planned growth but will also further advance the strategic shift of our portfolio to majority multifamily.

Current market conditions, however, have significantly slowed down the pace of asset sales, and we expect this reduced activity to continue in 2024.

In the meantime, we continue to advance our two under-construction multifamily assets in National Landing, 1900 Crystal Drive and 2000/2001 South Bell Street, totaling 1,583 units.

We expect near-term acquisition activity to be focused on assets in emerging growth neighborhoods, as well as assets adjacent to our existing holdings where the combination of sites can add unique value to any new investment with a focus on multifamily given our long-term objective of growing our portfolio to majority multifamily.

Where there are opportunities to trade out of higher risk assets with extensive capital needs or those outside of our geographic footprint, we will consider like-kind exchanges under Section 1031 of the Code.

Third-Party Services Business

Our third-party asset management and real estate services business provides fee-based real estate services to the JBG Legacy Funds, other third parties and the WHI Impact Pool.

Our third-party asset management and real estate services business provides fee-based real estate services to third parties, including the JBG Legacy Funds.

Although a significant portion of the assets and interests in assets formerly owned by certain of the JBG Legacy Funds were contributed to us in the Combination, the JBG Legacy Funds retained certain assets that were not consistent with our long-term business strategy.

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These economic interests will be eliminated as the JBG Legacy Funds are wound down over time.

As of December 31, 2024, the JBG Legacy Funds had four remaining assets.

Additionally, we often retain management of properties we sell as part of our capital allocation strategy.

These assets, while no longer owned by us, continue to generate third-party service fees.

We believe that the fees we earn in connection with providing these third-party services enhance our overall returns, provide additional scale and efficiency in our operating, development and acquisition businesses and absorb a portion of the overhead and other administrative costs of our platform.

We believe that the fees we earn in connection with providing these third-party services enhance our overall returns, provide additional scale and efficiency in our operating and development businesses and absorb a portion of the overhead and other administrative costs of our platform.

This scale provides competitive advantages, including market knowledge, buying power and operating efficiencies across all product types.

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We compete with numerous acquirers, developers, owners and operators of commercial real estate including other REITs, private equity investors, domestic and foreign financial institutions, life insurance companies, pension trusts, partnerships, and individual investors, many of which own or may seek to acquire or develop assets similar to ours in the same markets in which our assets are located.

These competitors may have greater financial resources or access to capital than we do or be willing to acquire assets in

transactions which are more highly leveraged or are less attractive from a financial viewpoint than we are willing to pursue, which may reduce the number of suitable investment opportunities available to us or increase pricing.

These competitors may have greater financial resources or access to capital than we do or be willing to acquire assets in transactions which are more highly leveraged or are less attractive from a financial viewpoint than we are willing to pursue, which may reduce the number of suitable investment opportunities available to us or increase pricing.

Leasing is a major component of our business and is highly competitive.

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Significant Tenants

Only the U.S.

federal government accounted for 10% or more of our rental revenue, which consists of property rental and other property revenue, as follows:

Only commercial leases with the U.S.

federal government accounted for 10% or more of our total revenue as follows:

Year Ended December 31,

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federal government

Percentage of commercial segment rental revenue

Percentage of rental revenue

Our business values integrate environmental sustainability, social responsibility, D&I, and strong governance practices throughout our organization.

We believe that by understanding the social and environmental impacts of our business, we are better able to protect asset value, reduce risk, and advance initiatives that result in positive social and environmental outcomes creating shared value.

Percentage of total revenue

For a further discussion of the risks related to the federal government as tenant, including the timing of potential lease renewals or terminations, see Item 1A “Risk Factors” - Risks Related to Our Business and Operations - We derive a significant portion of our revenue from U.S.

federal government tenants, and we may face additional risks and costs associated with directly managing assets occupied by government tenants.

Sustainability

Our business values integrate environmental sustainability, social responsibility and strong governance practices throughout our organization.

Our business model prioritizes maximizing long-term NAV per share.

By investing in urban infill and transit-oriented development and strategically mixing high-quality multifamily and commercial buildings with public areas, retail spaces, and walkable streets, we are working to define neighborhoods that deliver benefits to the environment and our community, as well as long-term value to our shareholders.

We remain committed to transparent reporting of ESG financial and non-financial indicators.

We intend to continue publishing an annual ESG report with key performance indicators that are aligned with the Global Reporting Initiative

reporting framework, United Nations Sustainable Development Goals, Sustainability Accounting Standards Board Standards, and recommendations set forth by the Task Force on Climate-Related Financial Disclosures.

In 2023, we maintained a carbon neutral operating portfolio for Scope 1 and Scope 2.

We remain committed to transparent reporting of sustainability financial and non-financial indicators.

We intend to continue publishing an annual sustainability report with key performance indicators that are aligned with the Global Reporting Initiative reporting framework, United Nations Sustainable Development Goals, Sustainability Accounting Standards Board Standards, and recommendations set forth by the Task Force on Climate-Related Financial Disclosures.

In 2024, we maintained a carbon neutral operating portfolio for Scope 1 and Scope 2 emissions.

Carbon neutrality was accomplished first through energy and water efficiency, then the purchase of verified carbon offsets for Scope 1 emissions produced by onsite natural gas consumption and fugitive refrigerant emissions, and the purchase of Green-e RECs for Scope 2 emissions produced by consuming onsite electricity procured by us.

(We own three company vehicles with emissions that are less than 0.01% of our carbon footprint and, therefore, are not included in our calculations of carbon neutrality.) Our planned next step toward long-term sustainability includes the development and execution of an offsite renewable energy strategy, which is expected to replace a significant portion of our annual REC purchases, which add renewable energy capacity to the national electrical grid.

Our detailed sustainability information, including our strategy, key performance targets and indicators, annual absolute comparisons, achievements and historical ESG reports are available on our website at https://www.JBGSMITH.com/About/Sustainability .

All energy, water, waste and greenhouse gas emissions data in our ESG report is third-party, limited assurance verified following ISO 14064-3.

(We own three company vehicles with

emissions that are less than 0.01% of our carbon footprint and, therefore, are not included in our calculations of carbon neutrality.) Our detailed sustainability information, including our strategy, key performance targets and indicators, annual absolute comparisons, achievements and historical sustainability reports are available on our website at https://www.JBGSMITH.com/About/Sustainability .

All energy, water, waste and greenhouse gas emissions data in our sustainability report are third-party, limited assurance verified following ISO 14064-3.

Our website and the information contained therein or connected thereto are not intended to be incorporated into this Annual Report on Form 10-K.

We focus on operating efficiency, responding to evolving environmental and social trends, and delivering on the needs of our tenants and communities.

We focus on operating efficiency, responding to evolving environmental and societal trends, and delivering on the needs of our tenants and communities.

We have demonstrated the results of this focus by:

● Achieving a 5-star designation in the GRESB Global ESG Benchmark for Real Assets for both diversified operating assets and future development, and being recognized as a 2023 Global Sector Leader - Development - Residential Sector.

● Being named 2023 Nareit Diversified Leader in the Light award winner for sustained ESG excellence.

● Being named a 2023 U.S.

Green Building Council Leadership award winner for sustainability leadership in the real estate sector.

● Maintaining an ESG Committee and oversight of environmental and social matters by the Board of Trustees' Corporate Governance & Nominating Committee.

● Being named to Bloomberg's Gender Equality Index.

● Maintaining the diversity of our Board of Trustees, which currently comprises 40% women.

Reflecting the strength and diversity of our national labor force, our Board of Trustees has made a long-term commitment to evolve its composition to have equal balance between men and women and to reflect the ethnic diversity of our country.

● Surpassing $114 million in investor commitments to the JBG SMITH-managed WHI Impact Pool, which raises funds from third parties and, through 2023, has closed $72.0 million in financing related to the purchase of residential communities containing 2,833 units.

We launched the WHI in 2018 in partnership with the Federal City Council to preserve or build between 2,000 and 3,000 units of affordable workforce housing in the Washington, D.C.

Our sustainability team works directly with our business units to integrate our ESG principles throughout our operations and investment processes.

Our sustainability team is responsible for leading annual ESG reporting efforts, maintaining building certifications, energy, water and waste benchmarking, sustainability strategy development, and implementation and coordination with industry and community partners.

To ensure that our ESG principles are fully integrated into our business practices, our sustainability, human resources, legal, accounting, D&I, and social impact investing teams, as well as members of our management team, provide top-down support for the implementation of ESG initiatives.

Our ESG Committee is responsible for ESG improvement initiatives and provides our Board of Trustees' Corporate Governance & Nominating and Audit Committees with periodic updates on ESG strategy.

Accomplishments of this group in 2023 include an update to climate-related risks inclusive of physical and transition risks and the potential financial impacts of those risks, and the creation and adoption of human rights and ESG policies.

● Achieving a 5-star ranking in the GRESB Assessment for both diversified operating assets and future development, and being recognized as a 2024 Global and Regional Sector Leader – Existing Portfolio and Regional Sector Leader - Development - Residential Sector.

● Being named 2024 Nareit Diversified Leader in the Light award winner for sustained sustainability excellence.

● Being named a Nareit Sustainability At Scale award winner.

● Maintaining a Sustainability Committee and oversight of environmental and social matters by the Board of Trustees' Corporate Governance & Nominating Committee.

● Surpassing $114 million in investor commitments to the JBG SMITH-managed WHI Impact Pool, which raises funds from third parties and, through 2024, has closed $78.0 million in financing related to the purchase of residential communities containing 3,018 workforce housing units.

We launched the WHI in 2018 in partnership with the Federal City Council to preserve or build between 2,000 and 3,000 units of workforce housing in the Washington, D.C.

Our sustainability team works directly with our business units to integrate our sustainability principles throughout our operations and investment processes.

Our sustainability team is responsible for leading annual reporting efforts, maintaining building certifications, energy, water and waste benchmarking, sustainability strategy development, and implementation and coordination with industry and community partners.

To ensure that our sustainability principles are fully integrated into our business practices, our sustainability, human resources, legal, accounting and social impact investing teams, as well as members of our management team, provide top-down support for the implementation of our initiatives.

Our Sustainability Committee is responsible for improvement initiatives and provides our Board of Trustees' Corporate Governance & Nominating and Audit Committees with periodic updates on sustainability strategy.

Accomplishments of this group in 2024 include an update to climate-related risks inclusive of physical and transition risks and the potential financial impacts of those risks, and the creation and adoption of a supply chain code of conduct and a social value statement.

Energy and Water Efficiency and Management

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Further, by 2030, we have committed to increase waste diversion to 60% and verify all assets using green building and health and well-being certifications across our Operating Portfolio and development pipeline.

In addition to our 2030 targets, we have a legacy commitment to improve the energy efficiency of our commercial Operating Portfolio by at least 20% over the 10-year period ending in 2024 through the Department of Energy Better Buildings Challenge.

We achieve this improvement through real time energy use monitoring.

We are tracking a 15% reduction in energy consumption, a 12% reduction in water consumption and a 25% reduction in carbon emissions from our 2018 baseline through 2022.

We report progress on these commitments annually in our ESG report.

We achieve this improvement through real time energy use monitoring and capital investments in energy and water saving projects.

We report progress on these commitments annually in our sustainability report.

Our long-term strategy to reduce energy and water consumption includes operational and capital improvements that align with our business plan and contribute to attaining our performance targets.

Asset teams review historical performance, conduct energy audits and regularly assess opportunities to achieve efficiency targets.

Asset teams review historical performance annually, conduct energy audits and regularly assess opportunities to achieve efficiency targets.

Capital investment planning considers the useful life of equipment, energy and water efficiency, occupant health impacts and maintenance requirements.

Asset-level business plans that include energy and water efficiency capital investments were completed in 2023.

Our development strategy focuses on reducing predicted energy and water consumption and embodied carbon, contributing to attaining our performance targets.

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We are committed to providing a healthy living and working environment for building occupants.

We accomplish this goal through monitoring and improving indoor air quality, eliminating toxic chemicals, providing access to nature and daylight, fresh foods, fitness, composting and waste reduction programs.

We accomplish this goal through monitoring and improving indoor air quality, eliminating toxic chemicals, providing access to nature, daylight, fresh foods, fitness amenities, composting and waste reduction programs.

We are a Green Lease Leader established by the Institute for Market Transformation and the U.S.

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We stand with our communities, tenants and shareholders in supporting meaningful solutions that address this global challenge.

To develop a more informed view of future climate conditions and further our understanding of the direct climate-related risks to our properties, we have conducted a new climate-related risk assessment (both acute and chronic risks across our operating assets and development pipeline) which addresses both physical and transition climate risk factors, and estimates the financial implications of those modeled risks at the asset level.

To develop a more informed view of future climate conditions and further our understanding of the direct climate-related risks to our properties, we have conducted a new climate-related

risk assessment (both acute and chronic risks across our operating assets and development pipeline) which addresses both physical and transition climate risk factors, and estimates the financial implications of those modeled risks at the asset level.

Climate Change Risk Management Strategy

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We intend to conduct periodic climate-related risk assessments as the composition of our portfolio changes.

The assessment included all in-service assets, and our development pipeline and landholdings, and included climate events such as hurricane, wildfire, temperature extremes, water stress, drought, fluvial and coastal flooding.

The assessment of our portfolio identified fluvial and coastal flooding and temperature extremes (heat stress) as top hazards.

The assessment of our portfolio identified pluvial (urban flooding) and coastal flooding and temperature extremes (heat stress) as top hazards.

We currently have no properties in a Federal Emergency Management Agency hazard designated area.

Asset-Level Risk Management

We are managing transition risks by benchmarking energy, carbon, water and waste performance at the asset level and review this information with asset management and operations teams quarterly.

We are managing transition risks by benchmarking energy and water consumption, carbon emissions and waste performance at the asset level and review this information with asset management and operations teams quarterly.

As a leader in green building, we will continue to make capital investments that enhance building performance and tenant comfort, energy and water efficiency, on-site renewable energy and other decarbonization strategies.

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metropolitan area through continued investment in our projects and local communities.

We recognize, however, that new development can foster challenging growth dynamics, with matters of social equity at the forefront.

We recognize, however, that new development can foster challenging growth dynamics.

We strive to work alongside community members, leaders, and local and federal governments to appropriately respond to these challenges.

One of our efforts is the WHI, which we launched in 2018 in partnership with the Federal City Council.

The WHI is a transformational market-driven approach to producing affordable workforce housing and creating sustainable, mixed-income communities.

In 2024, we combined our impact investing activities, including management of the WHI Impact Pool under the newly formed LEO Impact Capital, our impact investment management platform.

The WHI is a scalable, market-driven model funded by a unique relationship between philanthropy and private investment.

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The WHI Impact Pool completed fundraising in 2020 with capital commitments totaling $114.4 million, and has closed $78.0 million in financing related to the purchase of residential communities containing 3,018 units through December 31, 2024.

To learn more about our ESG initiatives and performance, please visit https://www.JBGSMITH.com/About/Sustainability and download our ESG Report.

The expected publication date of our 2024 ESG report is April 30, 2024.

To learn more about our sustainability initiatives and performance, please visit https://www.JBGSMITH.com/About/Sustainability and download our Sustainability Report.

Our website and the information contained therein or connected thereto are not intended to be incorporated into this Annual Report on Form 10-K.

We have a comprehensive, multi-year D&I strategy.

Equal Employment Opportunity

We are committed to a merit-based human capital management strategy that is aimed at attracting, retaining and developing the best talent in the industry.

See "Human Capital" below for further discussion.

We are engaged in addressing ESG matters, including climate-related matters, at all levels of our organization.

We are engaged in addressing sustainability matters, including climate-related matters, at all levels of our organization.

Management’s role in overseeing, assessing, and managing climate-related risks, opportunities and initiatives is integrated throughout our business units.

We have a dedicated team of sustainability professionals focused on ESG matters that coordinate and collaborate across business units and with our Board of Trustees and management, and which advises on environmental sustainability matters and develops and implements related initiatives.

In 2022, management established a new ESG Committee to help inform ESG strategy and more robustly advise the Board of Trustees on climate-related risks and opportunities.

The ESG Committee is responsible for ensuring compliance with guidelines from the SEC and other regulatory bodies, and assists in establishing our general strategy as it relates to ESG matters that may affect our business, operation, performance or reputation.

The ESG Committee reports to the Chief Legal Officer, with oversight provided by the Corporate Governance and Nominating Committee.

We have a dedicated team of sustainability professionals focused on sustainability matters that coordinate and collaborate across business units and with our Board of Trustees and management, and which advises on environmental sustainability matters and develops and implements related initiatives.

In 2022, management established a new Sustainability Committee to help inform strategy and more robustly advise the Board of Trustees on climate-related risks and opportunities.

The Sustainability Committee is responsible for ensuring compliance with guidelines from the SEC and other regulatory bodies, and assists in establishing our general strategy as it relates to sustainability matters that may affect our business, operation, performance or reputation.

The Sustainability Committee reports to the Chief Legal Officer, with oversight provided by the Corporate Governance and Nominating Committee.

Co-chairs include our Deputy General Counsel and Senior Vice President of Sustainability, with representation by business leaders from various groups across the organization.

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Environmental Matters

Under various federal, state and local laws, ordinances and regulations, a current or former owner or operator of real estate may be liable for conducting or paying for the costs of the investigation, removal or remediation of certain hazardous or toxic substances on that real estate.

These laws often impose such liability without regard to whether the owner knew of, or was responsible for, the presence of hazardous or toxic substances, and the liability may be joint and several.

The costs of remediation or removal of these substances may be substantial and could exceed the value of the property, and the presence of these substances, or the failure to promptly remediate these substances, may adversely affect the owner's ability to sell or develop the real estate or to borrow using the real estate as collateral.

These laws often impose such liability without regard to whether the owner knew of, or was responsible for, the presence or release of hazardous or toxic substances or petroleum products, and the liability may be joint and several.

The costs of investigation, remediation or removal of these substances may be substantial and could exceed the value of the property, and the presence of these substances, or the failure to promptly remediate these substances, may adversely affect the owner's ability to sell, operate, or develop the real estate or to borrow using the real estate as collateral.

In connection with the ownership and operation of our current and former assets, we may be potentially liable for these costs.

The operations of current and former tenants at our assets have involved, or may have involved, the use of hazardous substances or generated hazardous wastes, and indemnities in our lease agreements may not fully protect us from liability, if, for example, a tenant responsible for environmental noncompliance or contamination becomes insolvent.

The release of these hazardous substances and wastes could result in us incurring liabilities to remediate any resulting contamination.

The operations of current and former tenants at our assets have involved, or may have involved, the presence or use of hazardous substances or petroleum products or the generation of hazardous wastes, and indemnities in our lease agreements may not fully protect us from liability, if, for example, a tenant responsible for environmental noncompliance or contamination becomes insolvent.

The release of these hazardous substances and wastes and petroleum products could result in us incurring liabilities to investigate or remediate any resulting contamination.

The presence of contamination or the failure to remediate contamination at our properties may (i) expose us to third-party liability (e.g., for cleanup costs, natural resource damages, bodily injury or property damage), (ii) subject our properties to liens in favor of the government for damages and costs the government incurs in connection with the contamination, (iii) impose restrictions on the manner in which a property may be used or businesses may be operated, or (iv) materially adversely affect our ability to sell, lease or develop the real estate or to borrow using the real estate as collateral.

In addition, our assets are exposed to the risk of contamination originating from other sources.

While a property owner may not be responsible for remediating contamination that has migrated onsite from an identifiable and viable offsite source, the contaminant's presence can have adverse effects on operations and the redevelopment of our assets.

a property owner may not be responsible for remediating contamination that has migrated onsite from an identifiable and viable offsite source, the contaminant's presence can have adverse effects on operations and the redevelopment of our assets.

To the extent we arrange for contaminated materials to be sent to other locations for treatment or disposal, we may be liable for the cleanup of those sites if they become contaminated, without regard to whether we complied with environmental laws in doing so.

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These environmental assessments generally have included a historical review, a public records review, a visual inspection of the site and surrounding assets, visual or historical evidence of underground storage tanks and other features, and the preparation and issuance of a written report.

Soil, soil vapor and/or groundwater subsurface testing is conducted at our assets, when necessary, to further investigate any issues raised by the initial assessment that could reasonably be expected to pose a material concern to the property or result in us incurring material environmental liabilities as a result of redevelopment.

Soil, soil vapor and/or groundwater subsurface testing is conducted at our assets, when necessary, to further investigate any conditions identified by the initial assessment that could reasonably be expected to pose a material concern to the property or result in us incurring material environmental liabilities as a result of redevelopment.

The tests may not, however, have included extensive sampling or subsurface investigations.

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Nevertheless, there can be no assurance that the identification of new areas of contamination, changes in the extent or known scope of contamination, the discovery of additional sites or changes in cleanup requirements would not result in significant cost to us.

Our operations and assets, and the operations of our tenants, are subject to various federal, state and local laws and regulations concerning the protection of the environment including air and water quality, hazardous or toxic substances and health and safety.

The cost to comply with such requirements may be significant and if we fail to comply with such requirements, we could be subject to significant fines.

Moreover, environmental requirements have and may continue to become increasingly stringent, and our costs or operating restrictions may increase as a result.

Affordable Housing and Tenant Protection Regulations

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We directly manage assets with federal government agency tenants, which subjects us to additional risks associated with compliance with applicable federal rules and regulations.

In addition, there are additional requirements relating to the potential application of equal opportunity provisions and related requirements to prepare written affirmative action plans applicable to government contractors and subcontractors.

Some of the factors used to determine whether these requirements apply to a company that is affiliated with the actual government contractor (the legal entity that is the lessor under a lease with a federal government agency) include whether that company and the government contractor are under common ownership, have common management, and are under common control.

We own the entity that is the government contractor and the property manager, increasing the risk that requirements of the Employment Standards Administration's Office of Federal Contract Compliance Programs and requirements to prepare affirmative action plans pursuant to the applicable executive order may be determined to be applicable to us.

Compliance with these regulations is costly and any increase in regulation could increase our costs, which could have a material adverse effect on us.

In addition, there are requirements relating to the potential application of equal opportunity provisions and related anti-discrimination requirements, including but not limited to, the Civil Rights Act of 1964, the Vietnam Era Veterans’ Readjustment Assistance Act, the Rehabilitation Act of 1973, and the Randolph-Sheppard Act.

We are also prohibited from implementing any programs promoting diversity, equity, and inclusion that violate any applicable federal anti-discrimination laws.

Compliance with these requirements is costly and any increase in regulation could increase our costs, which could have a material adverse effect on us.

Human Capital

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We believe that our talent is our competitive advantage.

To that end, we focus on talent development and succession planning, pay-for-performance, and D&I.

To that end, we focus on talent development and succession planning and pay-for-performance.

We utilize talent management practices in the broadest sense to create an engaging workplace experience for our employees, where they feel valued, respected and supported.

Based on our most recent engagement survey, our employees are highly satisfied with their jobs (90% favorable) and feel positive about our D&I efforts and progress (88% favorable).

We are keenly focused on the employee experience and want every person to feel respected for what makes them unique.

At the same time, our core values provide a sound structure for finding common ground and working together as a team to deliver the best possible outcomes.

In addition to our inclusive culture, our pay equity study results show no systemic disparity in compensation related to race or gender, affirming our strong belief in treating people equitably.

With our hybrid corporate office schedule, flexibility, and emphasis on health and welfare, we offer our employees an environment that enables them to be confident in their in-office experience and demonstrate the energy and excitement that comes from being together and collaborating with coworkers to achieve desirable outcomes.

In addition, we are proud to have been recognized by the Washington Post as a "Top Workplace" several times in past years, and are focused on providing a positive employee experience to ensure that we remain an employer of choice.

We offer our employees an environment that enables them to be confident in their in-office experience and demonstrate the energy and excitement that comes from being together and collaborating with coworkers to achieve desirable outcomes.

In addition, we are proud to have been recognized a "Top Workplace" several times in past years, and are focused on providing a positive employee experience to ensure that we remain an employer of choice.

We continually invest in our employee population, ensuring our employee experience more broadly continues to help us attract and retain the best talent in the industry.

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● Regular town halls where senior management updates the entire team on recent progress and other important matters

● Employee surveys

● Mentorship and coaching programs to develop and retain talent

● Monthly D&I communications

● Employee roundtable discussions on pertinent current events, workplace issues and teambuilding

● Utilization of JBGS Inclusion Community and Women's Initiative to guide D&I programming and events

● Partnerships with schools and organizations to facilitate recruitment of diverse talent

● Employee referral program

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● Volunteer opportunities

In addition to the above, we have a strong pay-for-performance culture where compensation is tied to both company and individual performance, ensuring that employees are focused on our success, as well as their individual goals.

In addition to the above, we have a strong pay-for-performance culture.

We want our employees to feel aligned with our company vision and enabled to grow in their careers.

To that end, we have a strong track record of promoting from within.

in 2023, 50% of promotions went to people of color.

Consequently, the opportunities for growth and development also help to keep our population engaged and motivated.

2023 continued the evolution of our comprehensive, multi-year D&I strategy.

With an ongoing focus on our three strategic pillars – (i) employee development, (ii) engagement and (iii) recruiting – we have made additional progress and have continued to drive cultural and behavioral change.

We offered a broad range of events and activities to recognize and celebrate our employees’ rich cultural diversity.

We recognize that diversity in our workforce brings valuable perspectives, views and ideas to our organization.

We pride ourselves on our strong, collaborative culture, and we strive to create an inclusive and healthy work environment for our employees, which helps us continue to attract innovators to our organization.

Our workforce comprises 38% women and 61% people of color, and our senior leadership has 39% women representation.

In addition, we were proud to be named to the 2023 Bloomberg Gender Equality Index.

Implementing more inclusive, equitable systems and practices had a significant impact on our ability to identify diverse talent, particularly related to our entry-level recruitment efforts.

100% of 2023 intern hires were from underrepresented groups, and 81% of our new hires at all levels were people of color.

In addition, we have continued to expand our strategic partnerships with diverse educational, professional and community organizations to ensure that we are building a strong, diverse pipeline of talent.

We encourage a wide variety of perspectives, views and ideas in our workforce.

We pride ourselves on our strong, collaborative culture, and we strive to create a supportive and healthy work environment for our employees, which helps us continue to attract innovators to our organization.

We have maintained our strategic partnerships with external organizations to ensure that we are building a strong pipeline of talent.

Available Information

Copies of our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports are available free of charge through our website ( https://www.JBGSMITH.com ) as soon as

reasonably practicable after they are electronically filed with, or furnished to, the SEC.

Also available on our website are copies of our Audit Committee Charter, Compensation Committee Charter, Corporate Governance and Nominating Committee Charter, Code of Business Conduct and Ethics and Corporate Governance Guidelines.

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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.

What changed 10-K

Item 1. Business