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ARLINGTON COUNTY, VIRGINIA County Board Agenda Item Meeting of April 23, 2019 DATE: April 12, 2019 SUBJECT: SP #193 SITE PLAN AMENDMENT to allow a large media screen at an urban regional shopping center (Ballston Quarter); located at 4238 Wilson Blvd. (RPC# 14-059-047). Applicant: FC Ballston Common, LLC (Forest City) By: G. Evan Pritchard, Esq. Venable, LLP 8010 Towers Crescent Drive, Suite 300 Tysons, Virginia, 22182 C.M. RECOMMENDATION: Adopt the attached ordinance to approve the subject site plan amendment request for the Ballston Quarter Mall Project to allow a large media screen, subject to all previously approved site plan conditions, and new Condition #68. ISSUES: FC Ballston Common, LLC ( the applicant ) requests a site plan amendment to allow a large media screen at the Ballston Quarter urban regional shopping center. As of the date of this report, there are no issues. SUMMARY: The applicant proposes adding a large media screen on the façade of the West Plaza of the Ballston Quarter urban regional shopping center projecting towards Wilson Boulevard. The large media screen is comprised of two (2) horizontal LED bands totaling 252 square feet in area, with the top of the upper band reaching 49.5 feet in height from the bottom of the plaza below. The applicant intends to use the screen for family-friendly presentations, the display of public art, charitable events and entertainment, and/or educational opportunities. BACKGROUND: The County Board deferred the subject site plan amendment in July 2018 to the September 2018 meeting. In September 2018, staff noted that the large media screen, as proposed, could not be approved because the height of the top of the screen exceeded the limit County Manager: ##### County Attorney: ***** 3. Staff: Adam Watson, DCPHD, Planning Division

set in the Zoning Ordinance (ACZO), which the County Board does not have the authority to modify. The County Board, therefore, deferred consideration of the site plan amendment until the County Manager brought forward a recommendation for an amendment to the ACZO that, if approved, would permit the County Board to modify the height limits applicable to large media screens in urban regional shopping centers. The Zoning Ordinance Amendment (ZOA-2019-03) to allow County Board modification of large media screen height is scheduled for consideration by the County Board at its April 2019 meeting, and is the subject of a separate report. Address / RPC: 4238 Wilson Blvd. (RPC# 14-059-047) Neighborhood: The site is located within the Ashton Heights Civic Association. It is adjacent to the Ballston-Virginia Square, Bluemont and Buckingham Civic Associations. The site is also located within the Ballston Business Improvement District. Zoning: C-O-2.5 Mixed Use District GLUP: Medium Office-Apartment-Hotel Existing Land Use: The subject site includes portions of the larger Site Plan #193 located generally along Wilson Boulevard between North Randolph Street and the Macy s Department Store. The site is part of the triangular shaped block in Ballston bounded by Wilson Boulevard to the north, North Randolph Street to the east, and North Glebe Road to the south. Figure 1: Location Map Ballston Quarter Mall Project (SP #193) 4238 Wilson Blvd. N SP# 193 - Ballston Quarter - 2 -

DISCUSSION: The following details the applicant s proposal and staff s assessment thereof: PROPOSED USE: : The applicant requests approval of an LED video screen on the façade of the main mall entrance at the West Plaza, projecting toward Wilson Boulevard, as indicated in Figure 2. The applicant intends to use the screen for family-friendly presentations, the display of public art, charitable events and entertainment, or educational opportunities. The large media screen is proposed to be built into the façade in two horizontal bands, between the first and second floor and between the second and third floor, as shown in the red areas in Figure 3. Each band is 39 feet, 5 inches wide and 3 feet, 2 ½ inches tall, with an area of 126 square feet. The total square footage for both horizontal bands is 252 square feet. While the screen is split into two pieces, it is designed to work together as a unified design element, and staff is considering it as a single screen for review purposes. An elevation drawing with dimensions is provided as an attachment to this report. Figure 2: Proposed location of large media screen (yellow line, projecting toward north) N SP# 193 - Ballston Quarter - 3 -

Figure 3: Proposed large media screens facing West Plaza (shaded red) Source: Applicant The proposed screen is located on the building façade at the end of a plaza that steps down from Wilson Boulevard to the concourse level of the mall. Measured from the bottom of the building façade (plaza concourse), the height of the top of the upper band is 49.5 feet. The applicant has its signs regulated under ACZO 13.8 as an urban regional shopping center, and therefore may have signs placed up to a maximum height of 55 feet on type A facades, as defined in the ACZO. The applicant has provided excerpts from its approved Comprehensive Sign Plan, which show that the subject façade meets the ACZO criteria for façade type A (see attachment). ASSESSMENT: The following details staff s assessment of the proposed site plan amendment: CPHD, Planning: The ACZO classifies the requested screen as a large media screen, which is regulated as a sign under 13.13.4. This provision of the ACZO was established in December 2013. The County Board may approve a large media screen on buildings governed by site plans, and the ACZO sets forth findings that the Board must make with its approval, as well as use standards. These criteria and standards are copied below in italics, followed by staff analysis. Oriented for viewing by pedestrians: The proposed screen is located on the building façade at the end of a plaza that steps down from Wilson Boulevard to the concourse level of the mall. Measured from the average grade of the site (approximately equivalent to the elevation of the sidewalk at the Wilson Boulevard end of the plaza), the height of the top of the upper band is 31 feet, 3 ½ inches, and is oriented for viewing by pedestrians. SP# 193 - Ballston Quarter - 4 -

Placed in a location consistent with the vision in County master plans and adopted design guidelines for the area to which it is oriented, where pedestrian activity is encouraged, and the presence of the large media screen in that location will contribute positively to the pedestrian experience and further realization of that vision: The proposed screen is placed to project out onto the West Plaza of the Ballston Quarter project. This area is intended to be an area for public gatherings and events, and the site plan conditions required the applicant to grant public access easements over almost the entire plaza area. The south side of the plaza is the main entrance to the mall, and the east and west sides will be storefronts, all of which are expected to draw a high level of foot traffic. Does not unreasonably interfere with or create a distraction that poses a hazard to drivers operation of a motor vehicle on streets abutting or fronting the building on and/or plaza in which the sign is placed: The proposed screen is located on the building façade at the end of a plaza that steps down from Wilson Boulevard. The facade is set back approximately 160 feet from the street, and the screen is not anticipated to create a distraction or hazard for motorists. Located not closer than 2,000 feet from another approved large media screen, or in a location where it is visible from another large media screen: There are no approved large media screens within 2,000 feet of, or visible from the proposed location. The proposed media screen is in two horizontal bands on the building façade. While the screen is split into two pieces, it is designed to work together as a unified design element. Staff believes that this configuration is consistent with the intent of this ACZO provision and should be counted as a single large media screen. Does not unreasonably impact the monumental core of the District of Columbia or other sites of historic or national interest: Due to the site design and orientation, the viewshed for the proposed large media screen is limited and does not impact the monumental core or any of Arlington s Local Historic Districts. In addition to the findings above, the Zoning Ordinance sets specific use standards for large media screens. These standards are copied below in italics, followed by staff analysis. Allowed only in P-S districts or C districts within ¼ mile of a Metro station, major bus transfer station, or street car station: The proposed screen is located in the C-O- 2.5 zoning district, within ¼ mile of the Ballston Metro station. Shall be a wall sign and may be placed only on a commercial or public building: The proposed screen will be placed inside a glass wall on a commercial building. Shall not be placed within 200 feet of the common lot line of an R or RA district, and shall be designed to not be visible from an R or RA district: The proposed screen meets this standard. SP# 193 - Ballston Quarter - 5 -

Shall not be located within 600 feet of any residential dwelling unless the applicant demonstrates that the video screen will not have substantial visual impact on any dwelling unit within 600 feet of the large media screen: The proposed screen is located within 600 feet of the Meridian apartments at 900 N. Stuart St. The applicant has provided simulation views (Figures 4 and 5) from dwellings within this building to demonstrate that the proposed screen is obscured by other portions of the Ballston Quarter building. Figure 5: View of Ballston Quarter West Plaza from Meridian Apartments Source: Applicant SP# 193 - Ballston Quarter - 6 -

Figure 6: View of Ballston Quarter West Plaza from Meridian Apartments Source: Applicant If designed to be viewed from a park or plaza, shall be allowed only on elevations of buildings that immediately abut the park or plaza, or that are not separated from the park or plaza by streets identified as other principal or minor arterial streets on the Master Transportation Plan: The proposed screen meets this standard; the building directly abuts the plaza. If in a park or plaza, shall face inward into the park or plaza such that it is designed to be viewed by persons using the park or plaza as opposed to persons outside of the park or plaza: The proposed screen meets this standard; the screen is designed to be viewed within the plaza of the urban regional shopping center. Shall function as an element separate from the building, such that the architectural design of the building is not derived primarily from the large media screen nor does it depend on the presence of the large media screen for architectural merit; and the media screen shall not substitute for fenestration on the building: The proposed screen is made up of horizontal bands placed on the building façade between floor to ceiling windows. The design is consistent with the architectural standards specified in the approved site plan conditions. SP# 193 - Ballston Quarter - 7 -

Shall not be designed to be viewed from within a restaurant or outdoor café or placed in windows of a restaurant: The intent of this standard is to prohibit the use of large television screens associated with bars or restaurants. While it is possible that the proposed screen could be visible from a future restaurant or outdoor café located within or adjacent to the plaza, the screen is not primarily designed to be viewed from these uses. Staff believes that the proposed screen is consistent with the intent of this standard. Sign area shall not be larger than 750 square feet: The proposed screen is 262 square feet and meets this standard. Large media screens shall have a maximum sign height of 40 feet. Notwithstanding the maximum sign heights specified above and specified in 13.7.1.G.5., large media screens at urban regional shopping centers that have also chosen to have their signs regulated under the regulations set forth in 13.8 may have a maximum sign height in accordance with the placement standards specified in 13.8.3.E.: Large media screen signs at urban regional shopping centers may be placed at a maximum height of up to 55 feet on façade type A. The ACZO defines an urban regional shopping center façade as: an exterior vertical plane, face, or side of an urban regional shopping center building that contains a minimum of 50% retail, entertainment and food establishment uses on each story, and façade type A as: an urban regional shopping center façade(s) with a minimum of 50 percent fenestration on the ground story and a minimum of 25 percent fenestration on the remainder of the urban regional shopping center façade. The Ballston Quarter mall contains retail, entertainment, and food establishments uses on each floor. Based on the façade calculations provided by the applicant (attached to the staff report), the subject façade ( Façade 1 ) has a ground story fenestration of 56.6%, while the upper levels have a fenestration of 56.2%, and therefore the subject façade meets the standard for façade type A. A maximum sign height of up to 55 feet is approvable. Commercial messages shall not be permitted: The applicant does not propose any commercial messages and will be required to program the screen consistent with the standard. Shall not exceed maximum allowable luminance limits of 5,000 cd/m 2 during the daylight hours and 500 cd/m 2 during nighttime hours: The applicant will be required to operate the screen consistent with the standard. Shall include an ambient light monitor that allows automatic adjustment of the brightness level of the sign based on ambient light conditions: The applicant will be required to operate the screen consistent with the standard. Sound shall be permitted only when associated with a scheduled special event open to the public, as permitted in 13.13.4.D of the Zoning Ordinance: Special events that allow sound associated with the proposed large media screen will not be permitted because the size of the West Plaza is smaller than the minimum of 12,000 square feet required for such events. Special events may still occur on the plaza which may incorporate the media screen, but audio accompanying the visual display on the screen is not permitted. SP# 193 - Ballston Quarter - 8 -

Given the above assessment, staff supports the proposed large media screen in the West Plaza. Staff proposes to add a new condition (Condition #68) to the site plan, requiring the applicant to comply with the ACZO provisions for large media screens. Staff notes that the ACZO specifies that operation of the screen must commence within one year of County Board approval. PUBLIC ENGAGEMENT: Level of Engagement: Communicate This level of engagement is appropriate because the proposed large media screen is not anticipated to create undue adverse impacts on the surrounding neighborhood, and does not involve in any change in use or density. Outreach Methods: Public notice was given in accordance with the Code of Virginia 15.2-2204. Notices of the County Board hearing on the use permit were placed in the March 26 and April 2, 2019 issues of the Washington Times for the April 23, 2019 County Board Meeting. Placards were placed in various locations surrounding the subject property within seven (7) days of the public hearing. In addition to the above legal requirements: Individual letters outlining the project description and public hearing details were mailed to surrounding property owners of the subject property. Civic associations and the Ballston BID were informed of the application via email communication. The subject property is located within the Ashton Heights Civic Association and is adjacent to the Ballston-Virginia Square, Buckingham, and Bluemont civic associations. Community Feedback: Ashton Heights Civic Association (AHCA): The subject site is located within the AHCA boundary. Staff contacted the AHCA to provide information on the proposal. The AHCA President responded that the AHCA has no issues with the proposal. Ballston-Virginia Square Civic Association (BVSCA): Staff contacted the BVSCA to provide information on the proposal. The BVSCA President responded that the BVSCA has no issues with the proposal. SP# 193 - Ballston Quarter - 9 -

Buckingham Community Civic Association(BCCA): Staff contacted the BCCA to provide information on the proposal. As of the date of this report, the BCCA has not provided a response. Bluemont Civic Association (BCA): Staff contacted the BCA to provide information on the proposal. As of the date of this report, the BCA has not provided a response. Ballston BID: Staff contacted the Ballston BID to provide information on the proposal. The BID responded in support of the proposal. CONCLUSION: Staff supports the applicant s request for a large media screen at the Ballston Quarter urban regional shopping center, and believes it complies with the approval criteria set forth in the ACZO. Per proposed new Condition #68 (Mall Project), the applicant shall comply with the ACZO regarding the sign placement, design, and operation, and will operate the LED bands as a single, unified design element. Therefore, staff recommends that the County Board approve the subject site plan amendment request for the Ballston Quarter Mall Project to allow a large media screen, subject to all previously approved site plan conditions, and new Condition #68. SP# 193 - Ballston Quarter - 10 -

SITE PLAN AMENDMENT ORDINANCE (Mall Project) WHEREAS, an application for a Site Plan Amendment dated April 9, 2018, for Site Plan #193, was filed with the Office of the Zoning Administrator; and WHEREAS, as indicated in Staff Report[s] prepared for the April 23, 2019, County Board meeting, the County Manager recommends that the County Board approve the Site Plan Amendment subject to all previous conditions applicable to the building at 4238 Wilson Boulevard and 671 N. Glebe Road only, as revised and set forth below and in the Staff Report[s]; and WHEREAS, the County Board held a duly-advertised public hearing on that Site Plan Amendment on April 23, 2019, and finds, based on thorough consideration of the public testimony and all materials presented to it and/or on file in the Office of the Zoning Administrator, that the improvements and/or development proposed by the Site Plan Amendment: Substantially complies with the character of master plans, officially approved neighborhood or area development plans, and with the uses permitted and use regulations of the district as set forth in the Zoning Ordinance and modified as follows: o Other Modifications necessary to achieve the proposed development plan. Functionally relates to other structures permitted in the district and will not be injurious or detrimental to the property or improvements in the neighborhood; and Is so designed and located that the public health, safety and welfare will be promoted and protected. NOW THEREFORE, BE IT ORDAINED that, as originally approved on May 18, 1982, pursuant to an application for Site Plan #193, and as such application has been modified, revised, or amended to include the drawings, documents, conditions and other elements designated in Condition 2 below (which drawings, etc are hereafter collectively referred to as Revised Site Plan Application ), for a Site Plan Amendment to permit a large media screen, as shown on the attached exhibit titled Area A Building Elevation @ Plaza, dated April 24, 2018, to add new Condition #68, with modification of use regulations necessary to achieve the proposed development for the parcel of real property known as RPC# 14-059-047 and 4238 Wilson Boulevard, approval is granted and the parcel so described shall be used according to the Site Plan as originally approved on May 18, 1982, as shown in the records of the Office of Zoning Administration, and as amended from time to time and as amended by the Revised Site Plan Application, subject to all previously-approved conditions (#1 through #67 applicable only to the property at 4238 Wilson Boulevard and 671 N. Glebe Road), and new Condition #68 below. 68. (Life of Site Plan) The Developer agrees that the large media screen approved by the County Board on April 23, 2019, shall comply with 13 of the Zoning Ordinance, as amended. The SP# 193 - Ballston Quarter - 11 -

Developer further agrees that the two (2) LED banner displays, comprising the large media screen, shall function as a single, unified design element, and the screen design and placement shall be consistent with the exhibit titled Area A Building Elevation @ Plaza, dated April 24, 2018 and attached to the staff report for the April 23, 2019 County Board meeting. SP# 193 - Ballston Quarter - 12 -

PREVIOUS COUNTY BOARD ACTIONS: May 18, 1982 July 9, 1983 April 4, 1987 July 11, 1987 April 16, 1988 September 12, 1989 April 7, 1990 April 3, 1993 July 13, 1993 Approved a site plan amendment (Z-2224-82-2) for the redevelopment of Parkington Shopping Center, for three office buildings, for the remodeling of an existing department store and shops and an addition to the existing parking garage plus a new parking structure. Approved a site plan amendment (new site plan) (Z-2224-82-2 and Z-2238-83-2) SP#193 to modify the approved site plan to incorporate new site area into the redevelopment and to revise the approved site plan. Total density approved 1,450,285 s.f. [(850,000 s.f. of office g.f.a. in 3 bldgs., 25,000 s.f. of retail/office g.f.a. and 662,660 s.f. of commercial g.f.a. excluding mall area (76,475 s.f. and cinema 10,900 s.f.)] Approved a site plan amendment to permit an outdoor cafe (Ecco Cafe) with a review in one (1) year. Approved a site plan amendment to modify condition #2 to allow the word "Ecco" to be used in conjunction with the logo on the panel demarcating the outdoor cafe area. Continued a site plan amendment to the operation of an outdoor cafe (Ecco Cafe) with a review in two (2) years. Approved site plan amendment request to permit conversion of 408 s.f. of retail space to office use for five years subject to one (1) condition. Continued site plan amendments for the operation of an outdoor cafe (American Cafe) with a review in two (2) years. Continued a site plan amendment (SP #193) for operation of an outdoor café in conjunction with an existing restaurant. Approved a site plan amendment for operation of a summer day camp for up to 40 children, ages 5 to SP# 193 - Ballston Quarter - 13 -

12 years, weekdays, from 7:00 a.m. to 6:30 p.m. from June through September on the 3rd level of the Mall. September 11, 1993 Took no action on site plan amendment (SP #193) to permit six tables of an outdoor café in the public right-of-way. March 9, 1996 March 23, 1996 August 2, 1997 November 1, 1997 December 16, 1997 Adopted an ordinance stating that the amount and type of signage proposed for the Ballston Common Mall is consistent with the County Board s adopted policy establishing this site area as a major focal point for the Ballston area, and that the approved sign plan will reinforce the retail component and unity of this focal point project consistent with the Sign Guidelines for Site Plan Buildings Deferred a site plan amendment (SP #193) for a comprehensive sign plan to the March 23, 1996 County Board meeting. Approved a site plan amendment (SP #193) for a comprehensive sign plan (banners, retail tenant signs, mall identification signs, directional signs, and pylon and free-standing signs) including three Ballston Common Mall identification signs. Approved a site plan amendment (SP #193) for a new office building including 230,361 square feet of office gross floor area, 29,334 square feet of restaurant/retail gross floor area including 7,005 square feet of mall area and 80,014 square feet of theater space, including a comprehensive sign plan subject to conditions. Approved a site plan amendment (SP #193) for construction of a partial sixth floor with approximately 40.000 square feet of gross floor area on the existing building for administrative offices and a corresponding reduction of approximately 40,000 square feet from the approved but unbuilt Point Office Building. Ratified and approved the lease agreement between the Arlington County Board and Ballston Common Associates, L.P. for the subject County-owned property at a rent of $350 per month and adopted an SP# 193 - Ballston Quarter - 14 -

ordinance to permit temporary a temporary construction staging area, partially on-site and partially off-site. March 13, 1999 July 10, 1999 Approved a site plan amendment (SP #193) to permit an outdoor café with a maximum seating area of 60 and live entertainment between the hours of 11:00 a.m. and 1:30 a.m., Mondays through Sundays, for Rock Bottom Brewery Restaurants. Approved a site plan amendment (SP #193) and amended conditions of the approved site plan continue to permit a temporary construction staging area, partially on-site and partially off-site for a period of two (2) years from June 13, 1999 to June 13, 2001). Ratified and approved the lease agreement attached to the County Manager s June 23, 1999 report between the Arlington County Board and Ballston Common Associates, L.P. for the subject Countyowned property at a rent of $350 per month. November 13, 1999 January 29, 2000 June 24, 2000 August 5, 2000 Approved a site plan amendment (SP #193) to permit an outdoor café within the public right-ofway and to permit a comprehensive sign plan. Approved site plan amendment (SP #193) for two rooftop signs (one on an alternative location) at the Ballston Tower building for parcels of real property located at 627-701 North Glebe Road (east side) and 4100 through 4128 Wilson Boulevard and 504 through 708 N. Randolph Street subject to three new conditions. Approved an agreement with May Department Store Company and amendments to Ballston Public Parking Garage Bond documents. Approved a site plan amendment (SP #193) for Parcel D-1, Ballston Common Point site and modification of use regulations for tandem parking and a comprehensive sign plan subject to conditions. Approved site plan amendment (SP #193) to enclose the exterior arcade to accommodate year SP# 193 - Ballston Quarter - 15 -

round restaurant seating, additional outdoor seating and modifications to exterior facade for Chicken Out Rotisserie. October 13, 2001 Approved site plan amendment (SP #193) to replace the previously approved 8-inch caliper trees with 6.5-inch caliper trees. Approved site plan amendment (SP #193) to convert interior retail space to office space, and amend the comprehensive sign plan subject to all previous conditions and new conditions. February 9, 2002 November 16, 2002 Approved major site plan amendment (SP #193) for the development of the 8th level of the Ballston Common parking garage including parking, a twostory ice skating facility with ancillary uses and a training facility, with a second story including office use and a mezzanine to the ice rinks subject to conditions. Approved a site plan amendment for a comprehensive sign plan for the Ballston Point building, subject to all previous conditions and new conditions. Approved a site plan amendment for a comprehensive sign plan for the Ballston Common Mall, subject to all previous conditions and new conditions. December 7, 2002 December 6, 2003 June 14, 2003 Approved a site plan amendment for a weekly live comedy show within the Ballston Common Mall, subject to the following condition and review in one (1) year (December 2003). Continued a site plan amendment for a weekly live comedy show within the Ballston Common Mall, subject to all previous conditions and review by the County Board in three (3) years (December 2006). Approved a site plan amendment for the ice skating facility to amend condition #60 and permit minor building modifications, subject to all previous conditions and three revised conditions. SP# 193 - Ballston Quarter - 16 -

July 19, 2003 October 18, 2003 July 10, 2004 December 14, 2004 October 14, 2006 December 9, 2006 January 27, 2007 September 13, 2008 July 14, 2009 Discontinued a site plan amendment for relocation of office use at 4238 Wilson Boulevard. Approved a site plan amendment for conversion of retail use to office (within the Ballston Common Mall) until January 2006. Approved a site plan amendment to expand the theater for a weekly live comedy show within the Ballston Mall, subject to the previous condition #1 of this site plan amendment and condition #2 below, with a County Board review in two (2) years and six months (December 2006) along with the original site plan amendment. Approved a site plan amendment for the ice skating facility to remove the mesh from the façade of the parking garage structure, subject to all previous conditions and two revised conditions (#1 and #30). Approved a site plan amendment for the ice skating facility for a comprehensive sign plan, including rooftop signs, subject to all previous conditions with two amended conditions (Condition #30 and #44) and one deleted condition (Condition #62). Carried over discussion pertaining to the illumination of the rooftop signs to the November 14, 2006 meeting. Renewed the site plan amendment for an expanded theater, subject to all previous conditions, and with a County Board review in three (3) years (December 2009). Approved a site plan amendment to illuminate the two approved rooftop signs for the ice skating facility. Approved a site plan amendment to permit live entertainment and dancing at Union Jack s, subject to conditions and renewal in one (1) year (September 2009). Accepted withdrawal of a site plan amendment for outdoor seating in the public right-of-way at Union Jack s. SP# 193 - Ballston Quarter - 17 -

September 26, 2009 December 12, 2009 December 13, 2014 November 17, 2015 Renewed a site plan amendment for live entertainment and dancing subject to all previous conditions, four (4) new conditions and two (2) amended conditions, and with an administrative review in six (6) months (March 2010) and County Board review in one (1) year (September 2010). Renewed a site plan amendment for a theater subject to all previously approved conditions and a new Condition #3, with a County Board review in five years (December 2014). Renewed a site plan amendment for live entertainment at a theater, subject to all previously approved conditions, with an amended Condition #3 and a new Condition #4 and with no further scheduled County Board review. Approved a site plan amendment to permit modifications to the façade, streetscape, landscape and the addition of approximately 14,838 square feet of office GFA for the office building above Macy s Department Store. (Ballston Quarter Office Project). Approved a site plan amendment to permit modifications to the façade, landscape and streetscape and the addition of 11,854 square feet of retail gross floor area to the Ballston Common mall (Ballston Quarter Mall Project). Approved a site plan amendment to permit construction of approximately 406 residential units and 66,475 square feet of retail (Ballston Quarter Residential Project). Enacted an ordinance to vacate portions of public street and utilities easement and right of way along the southern side of Wilson Boulevard the western side of North Randolph Street. June 18, 2016 Approved a site plan amendment to permit an increase in office gross floor area by approximately 4,968 square feet with modification of use regulations for bonus density for the office building SP# 193 - Ballston Quarter - 18 -

above Macys located at 685 N. Glebe Road (Ballston Quarter Office Project). September 27, 2016 December 10, 2016 Approved a site plan amendment to amend condition #61 regulating the minimum width of the pedestrian bridge (Ballston Quarter Mall Project). Approved a site plan amendment to amend Conditions #12 and #13 regarding on-site construction hours for the residential project (Ballston Quarter Residential Project). March 18, 2017 Approved a site plan amendment to Condition #61 to permit work associated with mall demolition and construction (but excluding the pedestrian bridge over Wilson Boulevard) to proceed prior to all parties with a legal interest in the pedestrian bridge over Wilson Boulevard reaching an agreement on its replacement. (Ballston Quarter Mall Project). May 20, 2017 October 21, 2017 June 16, 2018 Approved a site plan amendment to amend Condition #13 regarding on-site construction hours for the residential project (Ballston Quarter Residential Project). Approved a site plan amendment to amend Conditions #18, 19, 20, 23, 24, 26, 32, 42, 43, and 45 of the ordinance relating to the issuance of the Shell & Core Certificates of Occupancy and Tenant Certificates of Occupancy (Ballston Quarter Residential Project). Approved a site plan amendment modify the architectural façade on Wilson Boulevard and to amend Conditions #56 and #60 to related to encroachments and the granting and acceptance of easements (Ballston Quarter Mall Project). Approved a site plan amendment to amend Conditions #19, 20, 56, and 59 relating to the timing of intersection improvements at Wilson Boulevard and North Randolph Street, encroachments, and the granting and acceptance of easements (Ballston Quarter Residential Project). SP# 193 - Ballston Quarter - 19 -

Deferred a site plan amendment request to allow large media screens and to amend conditions relating to the timing of Ballston Quarter Pedestrian Bridge to the July 14, 2018, County Board meeting. July 14, 2018 Approved a site plan amendment to amend Conditions #19, 20, 55, and 61 relating to the timing of the Ballston Quarter Pedestrian Bridge completion (Ballston Quarter Mall Project). Deferred a site plan amendment request to allow a large media screen to the September 22, 2018, County Board meeting (Ballston Quarter Mall Project). Deferred consideration of six (6) use permits associated with a site plan (SP193-U-18-1 through - 6) for outdoor cafes to the September 22, 2018 County Board meeting. September 25, 2018 Adopted a site plan amendment (SP #193) to modify conditions for outdoor cafes (Ballston Quarter Mall and Residential Projects). Approved six (6) use permits associated with a site plan (SP193-U-18-1 through -6) for outdoor cafes (Ballston Quarter Mall and Residential Projects), with a one (1) year County Board review (September 2019). Deferred a site plan amendment (SP #193) to allow a large media screen until such time as the County Manager presents to the County Board a recommendation to advertise proposed amendments to the Zoning Ordinance sign regulations that, if adopted, would enable County Board consideration of the proposed site plan amendment (Ballston Quarter Mall Project). December 15, 2018 Adopted an RTA for a public hearing by the County Board in January 2019, to consider a site plan amendment (SP #193) for temporary conversion of up to 175 units from residential to hotel use at WhyHotel (Ballston Quarter); located at 700 N. Randolph St. (RPC# 14-059-046). SP# 193 - Ballston Quarter - 20 -

January 26, 2019 Adopted a Site Plan Amendment Ordinance (SP #193 - Residential Project) to allow a temporary conversion of up to 175 units from residential use to hotel use for up to two (2) years, subject to all previously approved conditions, revised conditions#32 and #42, and new condition #64; located at 700 N. Randolph St. (RPC# 14-059-046). SP# 193 - Ballston Quarter - 21 -

474" www.diversifiedus.com 866-447-1004 customerservice@diversifiedus.com 50X2 LED BANNER DISPLAY 24" MINIMUM CLEARANCE REQUIRED IN FRONT OF DISPLAYS 472 1 2 " 2 TA201 1 TA501 1 TA502 50X2 LED BANNER DISPLAY 50X2 LED BANNER DISPLAY 2 TA501 1 TA502 162 1 2 " 180 1 2 " 37 13 16 " 37 3 4 " 50X2 LED BANNER DISPLAY 37 13 16 " FOREST CITY COMMERCIAL GROUP BALLSTON QUARTER 671 N. GLEBE RD. AND 4238 WILSON BLVD. ARLINGTON, VA 22203 SUBMITTALS: PRELIMINARY DESIGN 10/16/2017 PRE-FINAL DESIGN 03/01/2018 FINAL DESIGN 04/24/2018 2 SECTION DETAIL @ LED BANNER DISPLAYS SCALE: 1/2" = 1'-0" TA201 FINAL DESIGN 1 AREA A BUILDING ELEVATION @ PLAZA SCALE: 1/4" = 1'-0" TA110.A, TA111.A PROJECT NO: FRCT090617 DATE: 04/24/2018 SCALE: AS NOTED DESIGN BY: A. BENNETT DRAWN BY: A. BENNETT REVIEW BY: BUILDING ELEVATIONS GRAPHIC SCALES: 0' 2' 4' 8' 1/4" =1'-0" 0' 1' 2' 4' 1/2" =1'-0" AUDIOVISUAL SYSTEMS TA201 PRINT DATE :04/24/2018

WILSON BLVD. West Plaza A Facades This package is at a schematic level of development. Specific and final sign sizing, color, messaging and materials will be determined and may evolve to accurately reflect final construction conditions. East Plaza AUGUST 2, 2018 7 A Facade N. RANDOLPH STREET A Facades The Mews A Facades A Facades NORTH GLEBE ROAD A Facade BUILDING FACADE ZONES This plan shows the extent of the building facade zones covered in this CSP. The total Aggregate sign area allowed is determined by Urban Regional Shopping Center Facade types A and B, as defined in the Arlington County Zoning Ordinance, Section 13.8.3.D. Facade Type A: and urban regional shopping center facade(s) with a minimum of 50 percent fenestration on the ground story and a minimum of 25 percent fenestration on the remainder of the urban regional shopping center facade. Facade Type B: an urban regional shopping center facade(s) that does not qualify as facade type A. The maximum aggregate sign area allowed for an urban regional shopping center is the combination of: Ten percent of the sum of areas of each urban regional shopping center facade defined as facade type A; and For portions of the urban regional shopping center defined as facade type B, the larger of: 1. One square foot of sign area per linear foot of building frontage; or 2. For a building with one or more establishments with at least one exterior public entrance and less than 60 feet of frontage, 60 sq ft for each such establishment plus one square foot per linear foot of building frontage, excluding any frontage occupied by those establishments. NOTE: All facades at Ballston Quarter qualify as Type A facades. PLAN PROJECT

ELEVATION KEY PLAN This package is at a schematic level of development. Specific and final sign sizing, color, messaging and materials will be determined and may evolve to accurately reflect final construction conditions. NORTH ELEVATION - Wilson Blvd. 287' - 0" 287' - 6" 287' - 6" DN 287' - 6" 287' - 6" 287' - 0" ELEVATION KEY FACADE AUGUST 2, 2018 8 EAST ELEVATION - N. Randolph Street 3 West Plaza 1 12 1 4 9 8 The Mews 10 2 5 East Plaza 6 7 11 NORTH NOTE: The numbers on this plan key to individual facade elevations displayed on the following pages - indicating fenestration areas for facade type A. SOUTH ELEVATION - Glebe Road

FACADE NORTH ELEVATION - Wilson Blvd. 2 Total SF Facades 1 and 2: LEVEL 1: 10,370 LEVEL 2/3: 19,328 FACADE 1 FACADE 4 FACADE WEST PLAZA ELEVATIONS Total SF Facade 4: LEVEL 1: 2990 LEVEL 2/3: 4104 3 Total SF Facade 3: LEVEL 1: 2990 LEVEL 2/3: 4104 CURTAIN WALL SYSTEM BY CURTAIN WALL SYSTEM RETAIL TENANT (TYP) BY RETAIL TENANT CURTAIN WALL SYSTEM CURTAIN WALL SYSTEM CURTAIN WALL SYSTEM BY BY RETAIL TENANT BY RETAIL TENANT RETAIL TENANT (TYP) FACADE 7 FACADE 6 FACADE 5 FACADE 10 FACADE 9 FACADE 8 EAST PLAZA ELEVATIONS Total SF Facade 7: LEVEL 1: 2593 LEVEL 2/3: 3442 Total SF Facade 6: LEVEL 1: 947 LEVEL 2/3: 1363 Total SF Facade 5: LEVEL 1: 2091 LEVEL 2/3: 3321 THE MEWS ELEVATIONS Total SF Facade 10: LEVEL 1: 3570 LEVEL 2/3: 7910 Total SF Facade 9: LEVEL 1: 553 LEVEL 2/3: 823 Total SF Facade 8: LEVEL 1: 3570 LEVEL 2/3: 7910 NOTE: The elevations on this page key to individual elevations displayed on the following pages - each shown at a larger scale and indicating fenestration areas for facade type A. FACADE 11 FACADE EAST ELEVATION - N. Randolph Street This package is at a schematic level of development. Specific and final sign sizing, color, messaging and materials will be determined and may evolve to accurately reflect final construction conditions. Total SF Facade 11: LEVEL 1: 5125 LEVEL 2/3: 6030 12 SOUTH ELEVATION - Glebe Road Total SF Facade 12: LEVEL 1: 3630 LEVEL 2/3: 12,880 ELEVATION KEY FACADE AUGUST 2, 2018 9

17'-0" 17'-0" 15'-6" 16'-6" 242'-0" This package is at a schematic level of development. Specific and final sign sizing, color, messaging and materials will be determined and may evolve to accurately reflect final construction conditions. Roof Mall Level 3 54'-8" 01 1 02 03 04 05 06 07 08 09 21 22 23 10 11 12 20 13 14 24 25 15 16 17 18 19 28 26 27 PARTIAL NORTH ELEVATION - WILSON BLVD 1 NORTH ELEVATION - Wilson Blvd. 1 NORTH Mall Level 2 Mall Level 1 West Plaza/ Concourse Level NOTE: Numbers in squares key to window areas in calculation charts - See page 19 calculation chart for fenestration areas. WILSON CALCULATIONS TYPE A FACADE AUGUST 2, 2018 10

WILSON FACADE FENESTRATION Window Designation LEVEL 1 Fenestration Dimensions Total Area LEVEL 2/3 Fenestration Dimensions Total Area FAÇADE 1/2 1 6'-8" x 6'-8" 44.5 SF 2 6'-8" x 6'-8" 44.5 SF 3 6'-8" x 6'-8" 44.5 SF 4 6'-8" x 6'-8" 44.5 SF 5 6'-8" x 6'-8" 44.5 SF 6 6'-8" x 6'-8" 44.5 SF 7 6'-8" x 6'-8" 44.5 SF 8 6'-8" x 6'-8" 44.5 SF 9 13'-10" x 18'-6" 256.0 SF 10 26'-8" x 11'-4 302.2 SF 11 26'-8" x 11'-4 302.2 SF 12 26'-8" x 11'-4 302.2 SF 13 26'-8" x 11'-4 302.2 SF 14 13'-10" x 12'-0" 166.0 SF 15 27'-4" x 12'-0" 328.0 SF 16 27'-4" x 12'-0" 328.0 SF 17 27'-4" x 12'-0" 328.0 SF 18 27'-4" x 12'-0" 328.0 SF 19 14'-6" x 12'-0" 174.0 SF 20 40'-0" x 44'-4" 1773.3 SF 21 13'-10" x 18'-6" 256.0 SF 22 6'-8" x 6'-8" 44.5 SF 23 6'-8" x 6'-8" 44.5 SF 24 13'-10" x 12'-0" 166.0 SF 25 26'-8" x 11'-4 302.2 SF 26 14'-6" x 12'-0" 174.0 SF 27 27'-4" x 12'-0" 328.0 SF 28 35'-0" x 14'-0" 490.0 SF 29 26'-0" x 114'-2" 2968.3 SF 30 91'-6" x 13'-3" 1212.3 SF 31 19'-8" x 26'-9" 526.0 SF 32 25'-0" x 13'-3" 331.2 SF 33 6'-8" x 6'-8" 44.5 SF 34 6'-8" x 6'-8" 44.5 SF This package is at a schematic level of development. Specific and final sign sizing, color, messaging and materials will be determined and may evolve to accurately reflect final construction conditions. Window Designation LEVEL 1 Fenestration Dimensions Total Area LEVEL 2/3 Fenestration Dimensions Total Area FAÇADE 1/2 continued 35 6'-8" x 6'-8" 44.5 SF 36 6'-8" x 6'-8" 44.5 SF 37 6'-8" x 6'-8" 44.5 SF 38 6'-8" x 6'-8" 44.5 SF 39 6'-8" x 6'-8" 44.5 SF 40 6'-8" x 6'-8" 44.5 SF 41 6'-8" x 6'-8" 44.5 SF 42 6'-8" x 6'-8" 44.5 SF 43 26'-8" x 11'-4 302.2 SF 44 26'-8" x 11'-4 302.2 SF 45 26'-8" x 11'-4 302.2 SF 46 26'-8" x 11'-4 302.2 SF 47 26'-8" x 11'-4 302.2 SF 48 27'-4 x 12'-0" 328.0 SF 49 27'-4 x 12'-0" 328.0 SF 50 27'-4 x 12'-0" 328.0 SF 51 27'-4 x 12'-0" 328.0 SF 52 27'-4 x 12'-0" 328.0 SF 53 27'-4" x 13'-3" 362.1 SF 54 26'-0" x 18'-0" 468.0 SF 55 26'-0" x 8'-0" 208.0 SF TOTAL 5869.5 SF TOTAL 10853.7 SF CALCULATION CHARTS TYPE A FACADE AUGUST 2, 2018 19

FAÇADE LEVEL 1 Fenestration Area LEVEL 1 Façade Area Window Percentage LEVEL 2/3 Fenestration Area LEVEL 2/3 Facade Area Window Percentage WILSON FAÇADE 1,2: 5869.5 FAÇADE 1,2: 10,370 SF 1,2: 56.6% FAÇADE 1,2: 10,853.7 FAÇADE 1,2: 19,328 SF 1,2: 56.2% WEST PLAZA FAÇADE 3: 1684.8 FAÇADE 4: 1802.8 FAÇADE 3: 2990 SF FAÇADE 4: 2990 SF 3: 56.3% 4: 60.3% FAÇADE 3: 2524.1 FAÇADE 4: 2524.1 FAÇADE 3: 4104 SF FAÇADE 4: 4104 SF 3: 61.5% 4: 61.5% EAST PLAZA FAÇADE 5: 1581.6 FAÇADE 6: 486 FAÇADE 7: 1548.4 FAÇADE 5: 2091 SF FAÇADE 6: 947 SF FAÇADE 7: 2593 SF 5: 75.6% 6: 51.3% 7: 59.7% FAÇADE 5: 3178 FAÇADE 6: 445.5 FAÇADE 7: 1168.4 FAÇADE 5: 3321 SF FAÇADE 6: 1363 SF FAÇADE 7: 3442 SF 5: 95.7% 6: 32.7% 7: 33.9% THE MEWS FAÇADE 8: 2080 FAÇADE 9: 284.2 FAÇADE 10: 1974 FAÇADE 8: 3570 SF FAÇADE 9: 553 SF FAÇADE 10: 3570 SF 8: 58.3% 9: 51.4% 10: 55.3% FAÇADE 8: 2902.8 FAÇADE 9: 818 FAÇADE 10: 3656.9 FAÇADE 8: 7910 SF FAÇADE 9: 823 SF FAÇADE 10: 7910 SF 8: 36.7% 9: 99.4% 10: 46.2% N. RANDOLPH FAÇADE 11: 2663 FAÇADE 11: 5125 SF 11: 52.0% FAÇADE 11: 2605 FAÇADE 11: 6030 SF 11: 43.2% GLEBE FAÇADE 12: 2008 FAÇADE 12: 3630 SF 11: 55.3% FAÇADE 12: 6557.3 FAÇADE 12: 12,880 SF 11: 50.9% This package is at a schematic level of development. Specific and final sign sizing, color, messaging and materials will be determined and may evolve to accurately reflect final construction conditions. OVERALL CALCULATIONS TYPE A FACADE AUGUST 2, 2018 23

NOTE: Sign tag locations and sizes are for reference only. See typical Signage Zone on summary page 50 for allowable Tenant signage types and mounting locations. See sign matrix charts pages 60 and 61 for signage description and totals. Project Signage - see matrix for allowable area Tenant Signage - see matrix for allowable area Tenant Expression Zone (TEZ) 242'-0" T.07.10 T.07.04 T.09.01* E.04.05 T.07.01 T.03.01 E.02.01 T.03.02 Roof Mall Level 3 Mall Level 2 17'-0" 17'-0" 15'-6" 16'-6" 54'-8" T.01.10 TEZ T.01.08 T.01.06 T.01.04 E.03b.02 T.01.03 TEZ TEZ TEZ TEZ T.01.01 TEZ T.01.11 T.01.09 T.01.07 T.01.05 E.03b.01 E.22.01 at street level T.01.02 TEZ Mall Level 1 T.02.05 T.07.03 T.02.04 T.02.03 T.02.02 T.07.02 E.04.04 E.30.01 T.02.01 West Plaza/ Concourse Level 1 NORTH ELEVATION - WILSON BLVD This package is at a schematic level of development. Specific and final sign sizing, color, messaging and materials will be determined and may evolve to accurately reflect final construction conditions. 1 1 NORTH ELEVATION - Wilson Blvd. NORTH NOTES: * Sign T.09.01 is one of two wall signs allowed above 55 on the Office Tower building. This sign has the ability to be placed anywhere on the facade, subject to the standards of Arlington County ZO 13.8.2.A.2(b). WILSON BLVD 1 SIGNAGE AUGUST 2, 2018 51

This package is at a schematic level of development. Specific and final sign sizing, color, messaging and materials will be determined and may evolve to accurately reflect final construction conditions. The Wilson Blvd (West) Plaza is the primary gathering place for the project and is ideally suited to serve as an amphitheater for live events and video image projection for family friendly presentations, the display of public art, charitable events and entertainment, or educational opportunities. A set of two matching permanent horizontal video screens (shown in red in the rendering on this page) will be housed on the south facade. The landscaped terraced seating area and adjacent sidewalk will accommodate a multitude of spectators or participants. E.40 DIGITAL GRAPHIC DISPLAY SCREENS SIGNAGE PRINCIPLE Horizontal digital video screen spanning the glass fenestration on the south facade of the West Plaza. Height: 35 ft to top of sign Proposed Quantity: 2 locations in West Plaza, max. 320 sq ft Arlington Co Zoning Ordinance 13.13.4 s Size Allowed: Maximum height 40 ft, maximum 750 sq ft Quantity Allowed: Unrestricted. Included in Aggregate Signage Total: No Other Standard: No commercial messages. NOTE: FOR INFORMATIONAL PURPOSES ONLY. Approval of the digital media screens by the County Board shall be pursued through a separate minor site plan amendment request. GRAPHICS DIGITAL MARCH 14, 2018 42

875 900 N STUART ST 850 C-O-A 4201 4121 4075 4015 WILSON BLVD RA4.8 701 685 4238 4200 4100 700 N RANDOLPH ST 4030 4040 675 C-O-2.5 675 671 672 N GLEBE RD 627 643 639 635 631 606 604 627 601 RC 625 623 633 629 619 615 660 621 611 607 617 613 603 609 605 4217 SP193 4219 4221 4223 4225 4200 650 C-2 665 601 CM 505 4328 Wilson Blvd I RPC # 14-059-047 Scale: Case Location(s) 1:1,800 Note: These maps are for property location assistance only. They may not represent the latest survey and other information. Department of Community Planning, Housing and Development County Use Only Date Placard Posted By Removed