SEC Form 4 · accession 0001618563-16-000108
National Storage Affiliates Trust · NSA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Arlen Dale Nordhagen
Officer — Chief Executive Officer · Director · 10% Owner
Period of report
Jun 23, 2016
Accepted (ET)
Jun 24, 2016 · 2:37 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001618563
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class A OP UnitsF1,F2,F3,F5,F6,F4 | — | Jun 23, 2016 | P | 51,799 | A | — | — | Common shares of beneficial interest, $0.01 par value | 51,799 | 3,671,818 | I |
Explanation of responses
- F1Beginning after June 23, 2017, the Reporting Person will have the right to cause NSA OP, LP (the "Partnership") to redeem a portion of the Reporting Person's Class A common units of limited partner interest in the Partnership ("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 National Storage Affiliates Trust (the "Issuer") or, at the Issuer's option, Shares on a one-for-one basis, subject to certain adjustments.
- F2Consists of 51,799 Class A OP Units issued to SecurCare Properties IV, LLC, for which the Reporting Person has or shares voting and/or investment power.
- F3This 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.
- F4N/A
- F5Includes 56,000 Class A OP Units received by SecurCare Self Storage, Inc. ("SecurCare"), for which the Reporting Person has or shares voting and/or investment power, as a pro rata liquidating distribution from National Storage Affiliates Holdings, LLC ("Holdings"), of which the Reporting Person previously had or shared voting or investment power. The Reporting Person previously reported beneficial ownership of 126,400 Class A OP Units held by Holdings, including the 56,000 Class A OP Units received by SecurCare in the liquidation. The remaining 70,400 Class A OP Units previously reported by the Reporting Person, which have been distributed pro rata to other members of Holdings, have been deducted from Column 9 herein.
- F6The Reporting Person's total direct and indirect beneficial ownership following the reported transaction above is 3,671,818 Class A OP Units, 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 herein and therein). The 3,671,818 Class A OP Units do not include derivative securities of other classes or non-derivative securities of the Reporting Person that were previously reported.