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ARLINGTON COUNTY, VIRGINIA County Board Agenda Item Meeting of July 19, 2014 DATE: July 11, 2014 SUBJECT: Adoption of final Urban Design Guidelines Applicant: VNO Pentagon Plaza, LLC By: John G. Milliken, Attorney Venable LLP 8010 Towers Crescent Drive, Suite 300 Vienna, Virginia 22182 C.M. RECOMMENDATION: Adopt the attached resolution approving the final Urban Design Guidelines ISSUES: The approved Pentagon City Phased Development Site Plan required the County Board to adopt the final Urban Design Guidelines. There are no known issues. SUMMARY: The Pentagon City Phased Development Site Plan (PDSP) amendment for was approved by the County Board on September 21, 2013. As a companion to the PDSP approval, guidance for future development on the site is to be provided by the Urban Design Guidelines (design guidelines) following the submittal of a Final Site Plan. The design guidelines were vetted and developed through the Site Plan Review Committee (SPRC) process, in which elements related to circulation, open space and buildings were discussed. Following the approval of the PDSP amendment, County staff has worked with the applicant to finalize modifications to the design guidelines, discussed at the September 21, 2013 hearing, for final review and approval by the County Board. County Manager: ##### County Attorney: ***** Staff: Jason Beske, CPHD, Planning Division 48. B.

The approval for includes development of up to 1,809,000 square feet of office, 50,000 square feet of retail and 300 hotel units (a portion of the office space may be developed as 300 residential units) spread over five (5) buildings. In addition, approximately two (2) acres of open space will be developed on the site. Development is likely to occur in phases via the submittal of multiple Final Site Plans. Upon submittal of a Final Site Plan application, the design guidelines will be the primarily means with which the plan is evaluated during the SPRC process. Subsequent to the approval of the PDSP, there were two (2) items that required further modification prior to final approval of the design guidelines by the County Board. First, any references to the development of a secure facility were to be placed in the appendix of the design guidelines as opposed to the main body of the document. The County Board did not support approval of a concept plan that included a secure facility, but did recommend including provisions in the appendix of the design guidelines for the consideration of a secure facility at the time of submittal of a Final Site Plan. Second, staff was asked to examine modifications to the architectural standards portion of the design guidelines in relation to a sculpting factor concept. This report outlines the recommended changes to the design guidelines that were approved by the County Board during their September 21, 2013 hearing. Staff recommends that the County Board adopt the final Urban Design Guidelines, which reflect the changes. BACKGROUND: The following provides additional information about the site and location: Site: The subject site is located in the Pentagon City Metro Station Area on the block generally bounded by Army Navy Drive to the north, S. Eads Street to the east, Metropolitan Park and the future extension of 12 th Street S. to the south and S. Fern Street to the west. The surrounding land uses are as follows: To the north: The 16-story Marriott Residence Inn. Across Army Navy Drive, Pentagon Reservation surface parking lots. To the east: Across South Eads Street, 10-story Lerner Enterprises office building, 15-story Doubletree Hotel, 2-story Verizon Virginia utility building, and 21-story Lenox Club residential building. To the south: Immediately adjacent, build out of Metropolitan Park development (Phases 3 and 4). To the west: The 16-story Marriott Residence Inn. Across South Fern Street, 12-story office buildings (MCI Buildings and Lincoln Place). Zoning Category: C-O-2.5 Commercial Office Building, Hotel and Apartment Districts. General Land Use Plan Designation: Three-fourths High-Medium Residential (maximum 3.24 FAR Residential) and one-fourth Medium Office-Apartment-Hotel (maximum 2.5 FAR Office, 115 units/acre Apartment, and 180 units/acre Hotel) development. SP#105 Pentagon City PDSP - 2 -

Neighborhood: is located in Pentagon City near Aurora Highlands and Arlington Ridge. The site is also adjacent to Crystal City and a number of condominium buildings are located nearby. Representatives from the Civic Associations and a number of the adjacent condominium buildings were part of the SPRC for and participated in the review of the design guidelines. DISCUSSION: Following the approval of the PDSP amendment for on September 21, 2013, the County Board directed staff to incorporate changes to the design guidelines related to two (2) primary elements discussed during the public hearing. The first area of incorporation is the inclusion of design standards related to the potential addition of a secure facility within the site. The second area is related to the investigation and possible inclusion of changes to the architectural standards within the design guidelines; particularly the concept of a sculpting factor related to building design and massing. The following discussion outlines the changes and modifications made to the design guidelines following approval of the PDSP amendment by the County Board. Secure Facility: The first area of revision in the design guidelines was to incorporate recommendations by the County Board that would move any reference to a development concept that includes incorporation of a secure facility to the appendix of the design guidelines. Early draft versions of the design guidelines included two (2) distinct sections; one section with a scheme that included no secure facilities, and a second that included one (1) secure facility on Land Bay B-West. During the approval of the Pentagon City PDSP amendment for, staff supported a main concept plan for that includes no secure facilities, which was affirmed with the County Board s approval. However, staff did recommend that a secure facility may be considered for development within the site given certain design considerations. Staff recommended inserting the following table (Table 1) into the secure building appendix of the design guidelines (page 102) that includes twelve (12) Elements for Consideration in Siting a Secure Facility. The Elements provide a means of evaluating a variety of design- and use-related criterion to consider when and if a Final Site Plan for a secure facility is proposed for. Table 1: Elements for Consideration in Siting a Secure Facility 1. Building standoff distances 2. Moving planned or built streets 3. Closing planned or built streets to vehicular traffic 4. Adjusting the location and size of secure office building footprints 5. Adjusting adjacent building footprints 6. Limitations on ground floor uses 7. Changes to building design/architecture for the purposes of building hardening 8. Secure parking with limited to no public parking 9. Adjustments to parking ratios that result in reduced parking 10. Moving the location of planned open space SP#105 Pentagon City PDSP - 3 -

11. Design and use of the planned open space 12. Reduction of total land area of publicly-accessible open space Also at the September 21, 2013 hearing, staff recommended, and the County Board approved the removal of any references to the incorporation of a secure facility in the concept plan for from the primary sections of the design guidelines. Instead, the County Board decided that any secure facility references be moved to the appendix for future consideration once a potential Final Site Plan for a secure facility on the site is submitted. Also, any references to a secure facility included in the Plan Set, submitted as part of the application, were to be removed. The following tables outline the modifications made by the applicant following approval of the PDSP amendment by the County Board. Table 2 illustrates recommended changes to the design guidelines discussed by the County Board at its September 21, 2013 hearing. The table includes the page number from the August 28, 2013 draft design guidelines with each recommended change, as well as the page number and modification made to the January 16, 2014 draft design guidelines that is the subject of this report. Table 2: Recommended Urban Design Guideline modifications (excerpt from the staff report September 2013) Page Number from the Aug. 28, 2013 Draft Design Guidelines 18 27 Move the One Secure Office Building Option image to the Secure Building appendix Move the One Secure Office Building Option image to the Secure Building appendix 27 Remove bullet #6 and use only in Secure Building section 27 Include the following language: The approved Concept Plan for is included in this section. The plan would allow for: Up to 1,809,000 square feet of office space (no more than one building on 12 th Street). Up to 300 hotel rooms. Up to 300 residential units on 12 th Street (replacing up to 420,000 square feet of office square footage). Up to 50,000 square feet of ground floor retail and service uses. Potential for a community amenity of up to 20,000 square feet at A-East or B-East. The County Board has also affirmed the B-West parcel of as an acceptable location for a secure office building. Since the exact future requirements for a secure facility at this location were not known at the time of approval of the amendment to the PDSP and these Design Guidelines, the Secure Building Illustrative Plan shown in the appendix provides just one option for siting a secure SP#105 Pentagon City PDSP - 4 - Modification made to incorporate recommended change in the January 16, 2014 Draft Design Guidelines Moved to Page 103 Moved to Page 103 Bullet removed from Page 27 Language added to Page 27

28 29 30 32 35 95 97 97 facility to be considered during Final Site Plan review. The Secure Building Option appendix of these Design Guidelines sets forth a series of elements a future Board would review and consider when evaluating a Final Site Plan for a secure facility on the B-West parcel, with the assumption that a building setback of up to 82 feet should only be pursued if such a setback is required and if other design tradeoffs that could reduce this setback are not practical. Move the One Secure Office Building Option image to the Secure Building appendix Move the One Secure Office Building Option image to the Secure Building appendix Move the One Secure Office Building Option image to the Secure Building appendix Move the One Secure Office Building Option image to the Secure Building appendix Remove references to No Secure Office Building Option and include as extension of the Concept Plan Include the following language: The Secure Building Illustrative Plan shown in Figure XXX (referenced to a secure facility concept moved to this section from the concept plan section) and the further guidance provided in this chapter represent one potential set of design solutions at time of approval that will allow for the siting of a secure facility with up to an 82- foot setback if such a setback is required and other design tradeoffs that would reduce this setback are not practical, on Land Bay B-West of. However, as future overarching building security standards, individual tenant requirements, and available building technologies were unknown at the time of approval of the amendment to the Pentagon City PDSP and these Design Guidelines, the future consideration of a Final Site Plan for a secure building on Land Bay B-West should consider a number of critical elements of building and site design, as outlined in Table XX (Elements for Consideration in Siting a Secure Facility), that are potentially impacted by secure building requirements. The design review process of a Final Site Plan secure building will have the stated goal of providing the reasonably least impact on the quality of site through a reasoned balance of building and site design tradeoffs, while fully recognizing the design parameters created by security requirements and the economic feasibility of building construction. Include the table below ( Elements for Consideration in Siting a Secure Facility) Moved to Page 105 Moved to Page 106 Moved to Page 107 Moved to Page 108 All No Secure Building Option references removed Added to Page 102 Added to Page 102 Table 3 illustrates the Plan Sheets that were recommended for removal by the County Board at the September 21, 2013 hearing that reference the inclusion of a secure facility in the plans. All sheets have been removed from the plans submitted to the County for and there are no longer any references to a secure facility in the plan sheets. Table 3: Recommended Plan Set modifications - Sheet Numbers Removed C-18 C-19 C-20 C-21 C-22 C-23 C-24 C-25 C-26 C-27 L-2 SP#105 Pentagon City PDSP - 5 -

In addition to recommended design guidelines and plan set modifications, Condition #106 was added to reference the review of a secure facility and the elements that are to be considered at the time a Final Site Plan is submitted for review. The condition specifically references the secure appendix of the design guidelines, as well as the Elements for Consideration in Siting a Secure Facility table. 106. The developer agrees that if a final site plan application is filed that proposes a secure facility on the B-West parcel, such a proposal will be subject to review and approval by the County Board, to be reviewed at the time of Final Site Plan considering, among other things, the elements set forth in the Secure Building Appendix of the Design Guidelines (and specifically the Elements for Consideration in Siting a Secure Facility table provided in the Design Guidelines) which will be considered in the context of the specific secure facility proposed. Other considerations by the County Board may include, but need not be limited to the economic development activities that provide desirable employment and enlarge the tax base that will be generated by the proposed project. In the event of the approval of a site plan containing a secure building, the loss of value of any open space and other impacts shall be addressed as part of the site plan. Following approval of the PDSP amendment by the County Board, the applicant has made all changes approved by the County Board to the design guidelines and plan sheets, both of which are reflected in the final documents submitted to the County on January 21, 2014. Architectural Standards: The second item that was considered for modification in the Urban Design Guidelines was the architectural standards section. The Planning Commission proposed an amendment to the approval to add a new condition that establishes a work group comprised of experts, Planning Commissioners and the public to explore the concept of sculpting factors with the goal of better defining sculpting factors so that they are made both more easily implemented and understood. Per the discussion of the County Board, it was agreed that there would be no need for an additional condition to address the amendment proposed by the Planning Commission. However, it was recommended that County staff convene a work group to explore the sculpting factor concept and possible incorporation into the architectural standards section of the design guidelines. Subsequently, staff met with a work group comprised of a subset of the SPRC on two separate occasions. Staff and working group members explored potential methods for incorporating a sculpting factor that would achieve the goals of the SPRC for building design. Through this work, it was determined that the sculpting factor was not a good fit within the architectural standards and that there should be no such incorporation in the design guidelines. CONCLUSION: Following the adoption of the Pentagon City PDSP amendment for, staff has worked with the applicant to implement modifications to the design guidelines recommended by the County Board in regard to a secure facility. The applicant has made all changes recommended by the County Board for a secure facility and has revised the design guidelines accordingly. In addition, staff convened a working group of SPRC representatives to further explore the concept of a sculpting factor within the architectural standards of the design guidelines. Upon further review, the working group and staff determined that a sculpting factor SP#105 Pentagon City PDSP - 6 -

for the design of buildings for the site was not a good fit and therefore proposed no further modifications to the design guidelines related to this item. SP#105 Pentagon City PDSP - 7 -

RESOLUTION TO ADOPT THE PENPLACE URBAN DESIGN GUIDELINES WHEREAS, in 2012, the Site Plan Review Committee planning process for addressed the urban design elements of circulation, open space and buildings that will guide future development of the site; and WHEREAS, the County Manager has recommended that the proposed Design Guidelines be adopted; and WHEREAS, on September 21, 2013, the County Board approved the Pentagon City Phased Development Site Plan amendment to accommodate future build-out of the development; and WHEREAS, the County Board of Arlington County has been presented with the Urban Design Guidelines ( Design Guidelines ) to serve as a foundation for evaluating the circulation components, open spaces and buildings for future Final Site Plan applications for ; and WHEREAS, the elements specified in the Urban Design Guidelines will further the smart growth goals of the County and the Pentagon City Phased Development Site Plan by contributing publically accessible open spaces and access to future transit amenities; and WHEREAS, the County Board of Arlington County held a duly advertised public hearing on the Urban Design Guidelines on July 19, 2014. NOW, THEREFORE, be it resolved that, based on the aforementioned considerations, deliberations, and all public comments, the County Board of Arlington County finds that the proposed Design Guidelines set forth in Attachment 1 should be, and are hereby, adopted as a policy framework to guide future development within the development. SP#105 Pentagon City PDSP - 8 -

PREVIOUS COUNTY BOARD ACTIONS: February 25, 1976 Rezoned Pentagon City Tract - properties bounded on north by Army-Navy Drive; on west by South Joyce Street; on south by Arlington County property and 15th Street South; and on east by South Eads Street; excluding the Western Electric property - from "RA7-16," "RA6-15," "C- O," and "M-1" to "C-O-2.5." Rezoned 1601 South Hayes Street (future fire station) from "RA7-16" to "S-3A." Rezoned 1500 block of South Hayes Street through to South Joyce Street including adjoining County owned property on South Joyce Street from "R2-7" to "S- 3A." Rezoned 1500 and 1600 blocks to South Hayes through to South Fern Street from "RA7-16" to "RA4.8." Rezoned 621-18th Street South from: S-3A" to "C- O-2.5." Approved Pentagon City Phased Development Site Plan (SP #105). January 8, 1977 January 8, 1977 October 15, 1977 Approved Phased Development Site Plan Amendment (SP #105) to: 1) permit 20 additional low-rise family housing units in Parcel 5; 2) permit removal of 300 non-subsidized dwelling units for the elderly from Parcel 5 and relocate 280 such unit in Parcel 3; 3) permit submittal of landscape maintenance agreement prior to issuance of building permit instead of with final site plan submission; and 4) provide that park dedication be held in escrow until rezoning and site plan approval held valid by final court decision. Approved Final Site Plan (SP #105; SP-1) for Parcel 5 to include 300 subsidized housing units for the elderly, a 300-bed nursing home, and 200 lowrise family units. Approved Phased Development Site Plan Amendment (SP #105) to permit a temporary Metrorelated parking lot until December 30, 1980 in area SP#105 Pentagon City PDSP - 9 -

bounded by Army-Navy Drive, 15th Street South, South Joyce Street and South Hayes Street. Approved Final Site Plan for a temporary Metrorelated parking lot along the west side of South Hayes Street (between Army-Navy Drive and 15th Street South) and along north side of 15th Street South (between South Hayes and South Joyce Streets) until December 30, 1980. June 3, 1978 January 6, 1979 January 5, 1980 January 3, 1981 Approved Final Site Plan Amendment for temporary Metro-related parking lot to eliminate the requirement for railroad ties or utility poles to separate parking aisles. Approved Final Site Plan (SP #105; SP-2) for a 12-story office building with approximately 253, 534 square feet of gross floor area located at 701 12th Street South (northeast corner of 12th Street South and South Hayes Street). Approved Final Site Plan Amendment (SP #105; SP-2) to extend approved plan for one year to January 6, 1981. Approved Phased Development Site Plan Amendment (SP #105) and a Final Site Plan for temporary Metro-related parking lot to extend for one year to December 31, 1981. April 1, 1981 Approved Final Site Plan (SP #105; SP-3) for 12- story office building with approximately 309,574 square feet of gross floor area located at 601 12th Street South. November 14, 1981 Amendment (SP #105) and a Final Site Plan for temporary Metro-related parking lot to extend for two years to December 31, 1983. Approved Final Site Plan to enlarge temporary Metro-related parking lot in the 1000-1300 block of South Hayes Street. May 20, 1982 Amendment (SP #105) to transfer 200,000 and 290,000 square feet of gross office floor area from SP#105 Pentagon City PDSP - 10 -

Parcels 2 and 3, respectively, to Parcel 1, and the transfer of 670 dwelling units from Parcel 1 to Parcel 3. September 11, 1982 January 8, 1983 April 9, 1983 Amendment (SP #105) to permit temporary uses accessory to construction (eating facilities) on Pentagon City Tract. Accepted withdrawal of a Phased Development Site Plan Amendment (SP #105) and Final Site Plan to enlarge temporary Metro-related parking lot. Approved Amendment to Final Site Plan (SP #105; SP-4) to extend the approval for two years to April 1, 1985 for residential condominium at 801 15 th Street South. June 4, 1983 Deferred Amendment to Final Site Plans (SP #105; SP-2 and SP-3) for signs at MCI office buildings. June 18, 1983 Approved Amendment to Final Site Plans (SP #105; SP-2 and SP-3) for signs at MCI office buildings. August 13, 1983 Accepted withdrawal of Amendment to Final Site Plans (SP #105; SP-2 and SP-3) for a freestanding sign/sculpture at MCI office buildings. December 10, 1983 Amendment (SP #105) and Final Site Plan for a temporary Metro-related parking lot located in the 1000-1400 block of South Hayes Street to July 30, 1984. July 11, 1984 Amendment (SP #105) to redefine parcel boundaries, increase retail density, transfer 47,500 square feet of retail density from Parcel 3 to Parcel 1 and 2 and modify several conditions. Approved a Final Site Plan (SP #105; SP-5) for a shopping mall (1,019,300 square feet), a hotel (450 units), an office building (172,000 square feet) and 4,173 parking spaces. SP#105 Pentagon City PDSP - 11 -

Approved a Final Site Plan amendment to amend the boundaries of Parcel 2C. August 18, 1984 September 8, 1984 July 13, 1985 September 7, 1985 December 7, 1985 Amendment (SP #105) to reduce the number of hotel units on Parcels 1B and 2B from 600 to 450 and on Parcel 1D from 1,100 units to 882 units. Amendment (SP #105) to extend the approval of a temporary eating facility. Approved Final Site Plan (SP #105; SP-6) for two 12-story office buildings containing 514,892 square feet of gross floor area on Parcel 1C. Approved Amendment to Site Plan (SP #105; SP-5) to increase the site area of the shopping center by 18,853 square feet, to relocate and/or reconfigure the hotel, office tower, department stores, mall and parking structures with no change in gross floor area or height and to relocate the pedestrian access to Metro through the parking garage. Approved Amendment to Site Plan (SP #105) to delete Condition #49, referring to the County Board s approval of a 25, 000 square foot performing arts center. October 1, 1988 Deferred a Site Plan Amendment (SP #105) request for a comprehensive sign plan to December 3, 1988 County Board meeting. December 3, 1988 Deferred a Site Plan Amendment (SP #105) request for a comprehensive sign plan to January 7, 1989 County Board meeting. February 11, 1989 Approved a Site Plan Amendment (SP #105) request for a comprehensive sign plan. March 4, 1989 Approved Site Plan Amendment (SP #105) request for a daycare center at 600 Army- Navy Drive. May 13, 1989 Approved Final Site Plan (SP #105; SP-7) for a 300-unit, 16- story hotel with two levels of SP#105 Pentagon City PDSP - 12 -

underground parking in Parcel 1D at 1001 South Fern Street (northwest corner of South Fern Street and Army Navy Drive). October 7, 1989 Approved Site Plan Amendment (SP #105; SP-5) to substitute planters and landscaping for louvers on parking garage at Pentagon City Mall. September 8, 1990 October 6, 1990 August 10, 1991 November 16, 1991 May 16, 1992 September 12, 1992 December 15, 1992 Approved Site Plan Amendment (SP #105; SP-4) to allow 320 square feet of temporary leasing banners at the Parc Vista apartments. Approved Site Plan Amendment (SP #105; SP-4) to convert 550 square feet of storage space in the Parc Vista apartments to medical office use. Approved a Site Plan Amendment (SP #105) to permit the operation of a convenience store on the first floor. Approved a Site Plan Amendment (SP #105) for a special exception permitting off-site stockpiling of material excavated from 4201 North Wilson Boulevard on premises known as 1001 South Fern Street. Amendment (SP #105) to permit the uses allowed on M-1 zoned property to continue until redevelopment occurs, for 10 years. Amendment (SP #105) to permit operation of temporary uses accessory to construction (i.e., eating facilities for construction workers, subject to original conditions and a review in three (3) years. Approved the abandonment, conveyance, and relocation of South Joyce Street at 15th Street South subject to conditions and authorize the Chairman to execute the deed conveying the abandoned right of way. March 10, 1993 SP#105 Pentagon City PDSP - 13 - Approved Use Permit (U-2764-93-1) for a comprehensive sign plan for 17 signs at River House I, II, and III.

June 5, 1993 January 8, 1994 Amendment (SP #105) to permit the 200 parking spaces required to be constructed in the former South Joyce Street right of way be converted to a landscaped open space and bus stop subject to conditions and a one (1) year review. Approved Site Plan Amendment (SP #105; SP-7) to amend Condition #43 to allow a brick and EIFS treatment to hotel façade in Parcel 1D. April 9, 1994 June 10, 1995 September 9, 1995 June 4, 1996 February 8, 1997 Amendment (SP #105) to permit the uses allowed on M-1 zoned property to continue until redevelopment occurs, subject to no new floor space being created outside the existing building envelop for a period ending on July 31, 2004. Continued a Phased Development Site Plan Amendment (SP #105) to permit the 200 parking spaces required to be constructed in the former South Joyce Street right of way be converted to a landscaped open space and bus stop subject to conditions and a one (1) year review. Amendment (SP #105) to permit operation of temporary uses accessory to construction (i.e., eating facilities for construction workers, subject to original conditions and administrative review in five years (September 2000). Continued a Phased Development Site Plan Amendment (SP #105) to permit the 200 parking spaces required to be constructed in the former South Joyce Street right of way be converted to a landscaped open space and bus stop subject to conditions and no further review. Approved Site Plan Amendments (SP #105; SP-2 and SP-3) to permit extension of the building entrance lobbies by 900 square feet each. September 6, 1997 SP#105 Pentagon City PDSP - 14 - Took no action on General Land Use Plan Amendment to change the striping pattern in

the Pentagon City Phased Development Site Plan (SP #105). October 4, 1997 December 18, 1997 February 7, 1998 May 20, 2000 October 19, 2002 November 16, 2002 December 7, 2002 Deferred a Phased Development Site Plan Amendment (SP #105) to amend Condition #2 of the PDSP and Final Site Plan (SP #105; SP-8) for mixed use residential and retail development and associated parking to recessed meeting of December 18, 1997. Amendment (SP #105) to amend Condition #2 thereby adding 300,000 square feet of retail gross floor area to Parcel 1A/2A, reducing the number of residential units in Parcel 1A/2A from 2, 176 to 830 units, and reallocating 249 residential units from Parcel 1A/2A to Parcel 3. Deferred Final Site Plan (SP #105; SP-8). Approved Final Site Plan (SP #105; SP-8) for a mixed use development that includes up to 300,000 square feet of retail, 830 residential units, and associated parking. Accepted withdrawal of Site Plan Amendment (SP #105) to permit an urgent care center, hospital storage facility and print shop, including signage, at 1311 South Fern Street. Deferred a Phased Development Site Plan Amendment (SP #105) to permit the continuation of M-1 uses to November 16, 2002. Deferred a Phased Development Site Plan Amendment (SP # 105) to permit the continuation of M-1 uses to December 7, 2002. Amendment (SP #105) to permit the continuation of M-1 uses to expiration dates from December 31, 2005 through December 31, 2015. February 10, 2004 Approved a Final Site Plan (SP #105; SP-9) for 399 dwelling units and 11,300 square feet of ground floor retail in Parcel 3 (Metropolitan Park Phase 1). SP#105 Pentagon City PDSP - 15 -

March 14, 2006 Approved Final Site Plan (SP #105; SP-9) for 300 dwelling units and 8,119 square feet of ground floor retail in Parcel 3 (Metropolitan Park Phase 2). February 21, 2009 February 21, 2009 July 14, 2009 Approved Final Site Plan (SP #105; SP-9) for approximately 411 dwelling units and 16,350 square feet of ground floor retail in Parcel 3 (Metropolitan Park Phase 3). Amendment (SP #105) to add 100,000 square feet of retail space to Metropolitan Park. Amendment (SP #105) to reallocate density between Parcel 1D and Parcel 3 allowing 930 residential units and 300 hotel units to be developed on either parcel. March 13, 2010 Approved Site Plan Amendment (SP #105; SP-9) to modify the comprehensive sign plan to add a directional parking blade sign, subject to all previously approved conditions and revised Condition #47 (Metropolitan Park Phase 2). October 23, 2010 February 11, 2012 June 16, 2012 June 15, 2013 Approved Site Plan Amendment (SP #105; SP-9) to revise conditions #6, 15, 16, 19, 25, 65, and 70 (Metropolitan Park Phase 3). Approved Site Plan Amendment (SP #105; SP-9) to revise Condition #1 to extend the site plan term for three (3) years until February 21, 2015 (Metropolitan Park Phase 3). Approved Site Plan Amendment (SP #105; SP-9) to amend the minimum tree caliper size requirements stipulated in site plan conditions from 4 to 4 ½ inches to 3 ½ inches. Approved Site Plan Amendment (SP #105; SP-9) to amend Condition #52 (Metropolitan Park Phase 3) to revise the size of Parcel B and clarify that it SP#105 Pentagon City PDSP - 16 -

is to be used for density purposes with Metropolitan Park Phase 4. June 15, 2013 July 13, 2013 September 21, 2013 Authorized advertisement of public hearings for a Phased Development Site Plan Amendment (SP #105) to occur within 120 days of filing of the application. Amendment (SP #105) to revise Condition #54 and allowable heights, approved a Master Transportation Plan Amendment to modify the street configuration with Metropolitan Park and approved a Final Site Plan for approximately 699 residential dwelling units and 40,413 square feet of retail space in Parcels 4 and 5 (Metropolitan Park Phase 3). Approved Phased Development Site Plan Amendment (SP #105) to (1) amend Condition #2 to revise the density allocation specified for Parcel 1D and allow up to 1,809,000 sq ft office, 600 hotel units, 50,000 sq ft retail, and 300 residential units, and Parcel 3 to allow up to 100,000 sq ft retail and 3,212 residential units; (2) amend Condition #54 to allow consideration of additional building height of up to 22 stories on Parcel 1D; and (3) add new conditions for the development of the streets, open spaces and buildings within Parcel 1D in accordance with the guidelines and standards provided in the Urban Design Guidelines. SP#105 Pentagon City PDSP - 17 -