Mark Van Mourick - 27 Feb 2023 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: 27 Feb 2023
Net transactions value: $0
Form type: 4
Filing time: 01 Mar 2023, 19:00:46 UTC
Previous filing: 08 Nov 2022
Next filing: 31 May 2023
SEC: View on sec.gov

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	-32,796	-100%	$0.000000^*	0	27 Feb 2023	Class A OP Units	32,796		See Footnote	F1, F2, F3, F4, F5, F6
transaction	NSA	Class A OP Units	Options Exercise	$0	+95,036	+60%	$0.000000	254,185	27 Feb 2023	Common shares of beneficial interest, $0.01 par value	95,036		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, 2022 with respect to a Voluntary Conversion of 32,796 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 27, 2023 that such Class B OP Units converted into 95,036 Class A OP Units effective January 1, 2023. 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 owns no Class B OP Units following the reported transaction above. The Reporting Person's total direct and indirect beneficial ownership of Class A OP Units following the reported transactions above is 254,185, 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.