| 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 MI | Options Exercise | $0 | -74.6K | -100% | $0.00* | 0 | Feb 27, 2023 | Class A OP Units | 74.6K | Direct | F1, F2, F3, F4, F5, F6, F7 | |
| transaction | NSA | Class A OP Units | Options Exercise | $0 | +205K | +228.76% | $0.00 | 295K | Feb 27, 2023 | Common shares of beneficial interest, $0.01 par value | 205K | Direct | F1, F2, F5, F6, F7 | |
| transaction | NSA | Class A OP Units | Award | $0 | +67K | +22.75% | $0.00 | 362K | Feb 27, 2023 | Common shares of beneficial interest, $0.01 par value | 67K | Direct | F4, F5, F6, F7, F8, F9, F10 | |
| transaction | NSA | LTIP Units | Conversion of derivative security | -15.1K | -11.86% | 112K | Feb 27, 2023 | Class A OP Units | 15.1K | Direct | F4, F5, F6, F7, F8, F10, F11, F12 | |||
| transaction | NSA | Class A OP Units | Conversion of derivative security | +15.1K | +4.35% | 362K | Feb 27, 2023 | Common shares of beneficial interest, $0.01 par value | 15.1K | Direct | F4, F5, F6, F7, F8, F11, F12 |
| Id | Content |
|---|---|
| F1 | Pursuant to the agreement of limited partnership of NSA OP, LP (the "Partnership"), all of the Class B common units of limited partner interest, Series MI ("Class B OP Units") of the Partnership converted into Class A common units of limited partner interest ("Class A OP Units") at the election of National Storage Affiliates Trust (the "Issuer") in connection with the retirement of Move It Self Storage, LP and its controlled affiliates (the "Non-Voluntary Conversion"). |
| F2 | In connection with the Non-Voluntary Conversion, the Class B OP Units are converted into Class A OP Units by dividing the average cash available for distribution per unit on the Class B OP Units over the one year period prior to conversion by 110% of the cash available for distribution per unit on the Class A OP Units determined over the same period. |
| F3 | In connection with the retirement, the Issuer issued a notice of Non-Voluntary Conversion to the Reporting Person on January 1, 2023 ("Notice Date") and, following the completion of the audit of the Issuer, on February 27, 2023, notified the Reporting Person that his 74,617 Class B OP Units were converted into 204,943 Class A OP Units effective as of the Notice Date. |
| F4 | Pursuant to the agreement of limited partnership of the Partnership (the "Partnership Agreement"), 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 common shares of beneficial interest, par value $0.01 per share (the "Shares"), or at the option of the Issuer, Shares on a one-for-one basis, subject to certain adjustments. |
| F5 | N/A. |
| F6 | The Reporting Person owns no Class B OP Units following the reported transaction. The Reporting Person's total direct and indirect beneficial ownership of Class A OP Units following the reported transactions is 361,530, 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). Excludes 19,413 previously reported LTIP Units granted on February 27, 2020 pursuant a 2020 LTIP Unit Agreement, which did not vest upon the expiration of the performance period on January 1, 2023. |
| F7 | 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. |
| F8 | The Class A OP Units in the third row of this table are comprised of 67,000 Class A OP Units issuable upon the conversion of 67,000 unvested long-term incentive plan units ("LTIP Units") in the Partnership which were granted to the Reporting Person pursuant to a 2023 LTIP Unit Award Agreement between the Issuer and the Reporting Person under the Issuer's 2015 Equity Incentive Plan. Of these, 18,827 vest in three annual installments on January 1, 2024, January 1, 2025, and January 1, 2026, subject to continued employment by the Reporting Person and 48,173 represent the maximum amount of LTIP Units that can vest on January 1, 2026 contingent upon the achievement of certain performance criteria. |
| F9 | The Reporting Person will not earn any of the 48,173 performance-based LTIP Units if the minimum performance criteria is not met. The 48,173 performance-based LTIP Units are being reported here for informational purposes only. Vested LTIP Units, after achieving parity with Class A OP Units, are eligible to be converted into Class A OP Units on a one-for-one basis upon the satisfaction of conditions set forth in the Partnership Agreement. |
| F10 | Pursuant to the Partnership Agreement, upon the achievement of certain conditions, a holder of LTIP Units of the Partnership is entitled to convert such LTIP Units into Class A OP Units of the Partnership on a one-for-one basis. |
| F11 | Consists of 15,056 LTIP Units held by the Reporting Person which were converted into 15,056 Class A OP Units as described in footnote 10 above. |
| F12 | Following the reported transactions, the Reporting Person has total direct beneficial ownership in 4,925 vested LTIP Units and 106,917 unvested LTIP Units. The Reporting Person previously reported the 15,056 LTIP Units that were converted into Class A OP Units as described in this Form 4 as Class A OP Units on an as-converted basis. Accordingly, rows 4 and 5 of this Form 4 are being filed on a voluntary basis solely to provide notice of the conversion of the Reporting Person's 15,056 LTIP Units into 15,056 Class A OP Units. |