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JBG SMITH Properties

For the period ended Mar 31, 2025. Filed Apr 29, 2025.

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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, 2025 · Filed Apr 29, 2025

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

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Item 5. Other Information

Trading Arrangements

During the three months ended March 31, 2025, 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 10b5-1(c) or any "non-Rule 10b5-1 trading arrangement."

2025 Annual Meeting Voting Results

On April 24, 2025, we held our 2025 Annual Meeting of Shareholders (the "Annual Meeting"). At the Annual Meeting, our shareholders voted on the (i) election of 10 trustees to our Board of Trustees (the "Board") to serve until our 2026 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, 2025. The proposals are described in detail in our Proxy Statement for the Annual Meeting, which was filed with the SEC on March 12, 2025. The final voting results for each proposal are set forth below.

Proposal 1: Election of Trustees

At the Annual Meeting, our shareholders elected 10 trustees to our Board to serve until the 2026 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​62,583,890​227,903​1,760,061​6,295,715
Scott A. Estes62,755,239​74,259​1,742,356​6,295,715
Alan S. Forman58,686,339​4,143,166​1,742,349​6,295,715
Michael J. Glosserman62,783,511​45,246​1,743,097​6,295,715
W. Matthew Kelly​62,791,506​37,741​1,742,607​6,295,715
Alisa M. Mall59,648,562​3,180,692​1,742,600​6,295,715
Carol A. Melton​62,591,070​219,661​1,761,123​6,295,715
William J. Mulrow​61,724,644​1,103,556​1,743,654​6,295,715
D. Ellen Shuman​59,647,139​3,182,141​1,742,574​6,295,715
Robert A. Stewart​62,565,227​234,648​1,771,979​6,295,715

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 ForVotes AgainstAbstentionsBroker Non-Votes
50,415,69412,363,7501,792,4106,295,715

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, 2025. The table below sets forth the voting results for this proposal:

Votes ForVotes AgainstAbstentions
67,927,8701,166,6521,773,047
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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.