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JBG SMITH Properties

For the period ended Mar 31, 2026. Filed May 5, 2026.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 5, 2026

JBGS$12.38-0.5%Stored close · as of Nov 9, 2026

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Item 5. Other Information

Trading Arrangements

Except for the below, during the three months ended March 31, 2026, none of our officers or trustees adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10 b5-1(c) or any "non-Rule 10 b5-1 trading arrangement."

On December 12, 2025, Robert A. Stewart, our former trustee, adopted a trading arrangement for the sale of our common shares that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (a "Rule 10b-5 Trading Plan"). Mr. Stewart’s Rule 10b-5 Trading Plan, which provided for the sale of up to 200,000 common shares pursuant to the terms of the plan, starting on March 16, 2026 and expiring on December 31, 2026, wasterminated on February 26, 2026, in accordance with the terms of the plan.

2026 Annual Meeting Voting Results

On April 30, 2026, we held our 2026 Annual Meeting of Shareholders (the "Annual Meeting"). At the Annual Meeting, our shareholders voted on the (i) election of eight trustees to our Board of Trustees (the "Board") to serve until our 2027 annual meeting of shareholders, (ii) approval, on a non-binding advisory basis, of the compensation of the named executive officers and (iii) ratification of the appointment of Deloitte & Touche LLP ("Deloitte") as our independent registered public

accounting firm for the fiscal year ending December 31, 2026. The proposals are described in detail in our Proxy Statement for the Annual Meeting, which was filed with the SEC on March 18, 2026. The final voting results for each proposal are set forth below.

Proposal 1: Election of Trustees

At the Annual Meeting, our shareholders elected eight trustees to our Board to serve until the 2027 annual meeting of shareholders and until their respective successors have been duly elected and qualified. The table below sets forth the voting results for each trustee nominee:

​
Nominee · Votes For · ​ · Votes Against · Abstentions · Broker Non-Votes
Phyllis R. Caldwell​60,679,207​532,659​173,563​3,642,010
Scott A. Estes60,995,494​378,237​11,698​3,642,010
Alan S. Forman60,303,933​1,041,459​40,037​3,642,010
Michael J. Glosserman60,809,390​564,703​11,336​3,642,010
W. Matthew Kelly​60,228,843​1,118,432​38,154​3,642,010
Alisa M. Mall60,612,848​564,799​207,782​3,642,010
William J. Mulrow​60,452,069​923,943​9,417​3,642,010
D. Ellen Shuman​60,897,584​476,385​11,460​3,642,010

Proposal 2: Advisory Vote on Executive Compensation

At the Annual Meeting, our shareholders voted affirmatively on a non-binding resolution to approve the compensation of our named executive officers. The table below sets forth the voting results for this proposal:

Votes For · Votes Against · Abstentions · Broker Non-Votes
58,745,931​2,118,908​520,590​3,642,010

Proposal 3: Ratification of the Appointment of Independent Registered Public Accounting Firm

At the Annual Meeting, our shareholders ratified the appointment of Deloitte to serve as our independent registered public accounting firm for the fiscal year ending December 31, 2026. The table below sets forth the voting results for this proposal:

Votes For · Votes Against · Abstentions
64,326,460​647,088​53,891
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.