Mark Van Mourick - 22 Feb 2022 Form 4 Insider Report for National Storage Affiliates Trust (NSA)

Role
Director
Signature
Mark Van Mourick, by Jason Parsont, his Attorney-in-fact
Issuer symbol
NSA
Transactions as of
22 Feb 2022
Net transactions value
$0
Form type
4
Filing time
24 Feb 2022, 16:47:31 UTC
Previous filing
07 Feb 2022
Next filing
01 Jun 2022

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NSA Class B OP Units, Series OV Options Exercise $0 -20,000 -38% $0.000000 32,796 22 Feb 2022 Class A OP Units 20,000 See Footnote F1, F2, F3, F4, F5, F6
transaction NSA Class A OP Units Options Exercise $0 +52,954 +51% $0.000000 155,782 22 Feb 2022 Common shares of beneficial interest, $0.01 par value 52,954 See Footnote F1, F2, F3, F4, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the agreement of limited partnership of NSA OP, LP (the "Partnership"), following a two-year lock-out period, a holder of Class B common units of limited partner interest, Series OV ("Class B OP Units") may elect a voluntary conversion ("Voluntary Conversion") upon the achievement of certain performance thresholds relating to the properties to which such Class B OP Units relate one time each year prior to December 1st to convert a pre-determined portion of Class B OP Units into Class A common units of limited partner interest ("Class A OP Units") in the Partnership.
F2 Such Voluntary Conversion is effective January 1st of the following year with each Class B OP Unit being converted into the number of Class A OP Units determined by dividing the average cash available for distribution per unit on the series of specific Class B OP Units over the one-year period prior to the conversion effective date by 110% of the cash available for distribution per unit on the Class A OP Units determined over the same period.
F3 The Reporting Person made an election prior to December 1, 2021 with respect to a Voluntary Conversion of 20,000 Class B OP Units held by Van Mourick Diversified, LP for the which the Reporting Person has or shares voting and investment power. Following the completion of the audit of National Storage Affiliates Trust (the "Issuer"), the Issuer notified the Reporting Person on February 22, 2022 that such Class B OP Units converted into 52,954 Class A OP Units effective January 1, 2022. The Reporting Person has the right to cause the Partnership to redeem all or a portion of the Reporting Person's Class A OP Units for cash in an amount equal to the market value of an equivalent number of the common shares of beneficial interest ("Shares") of Issuer, or at the Issuer's option, Shares on a one-for-one basis, subject to certain adjustments.
F4 N/A
F5 The Reporting Person's total direct and indirect beneficial ownership of Class B OP Units following the reported transaction above is 32,796, which includes those Class B OP Units previously reported and the Class B OP Units reported herein (together with those securities convertible into, or exchangeable for, such Class B OP Units as specified therein). The Reporting Person's total direct and indirect beneficial ownership of Class A OP Units following the reported transactions above is 155,782, which includes those Class A OP Units previously reported and the Class A OP Units reported herein (together with those securities convertible into, or exchangeable for, such Class A OP Units as specified therein).
F6 This filing shall not be deemed to be an admission that the Reporting Person is the beneficial owner of any of the securities reported herein, and the Reporting Person disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest therein.