JBG SMITH Properties (JBGS) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for April 30, 2026, to be held virtually; shareholders will vote on board elections, executive compensation, and auditor ratification.

• 59,006,307 Common Shares and 16,430,079 Class B Shares are eligible to vote as of February 27, 2026.

• 2025 highlights include $660.3M in asset sales/recapitalizations, completion of two multifamily towers, and a 10% reduction in G&A expenses.

Voting matters and shareholder proposals

• Shareholders to elect eight trustees, approve executive compensation (Say-on-Pay), and ratify Deloitte & Touche LLP as auditor for 2026.

• Board recommends voting FOR all proposals and nominees.

• Shareholder proposals for the 2027 meeting must be submitted between October 19 and November 18, 2026.

Board of directors and corporate governance

• Board will be reduced to eight trustees, seven of whom are independent.

• Annual election of trustees with majority voting standard and mandatory resignation policy for those not elected.

• Proxy access, share ownership requirements, and no poison pill in place.

• Board committees (Audit, Compensation, Governance) are fully independent and meet regularly.

• Lead Trustee role established for independent oversight when CEO is also Chairman.