SEC Form 4 · accession 0001618563-17-000078
National Storage Affiliates Trust · NSA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brandon Togashi
Officer — Chief Accounting Officer
Period of report
May 31, 2017
Accepted (ET)
Jun 2, 2017 · 4:35 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LTIP UnitsF1,F2,F4,F3 | — | May 31, 2017 | C | 10,000 | D | — | — | Class A OP Units | 10,000 | 24,153 | D |
| Class A OP UnitsF1,F2,F4,F5,F3 | — | May 31, 2017 | C | 10,000 | A | — | — | Common shares of beneficial interest, $0.01 par value | 10,000 | 34,153 | D |
Explanation of responses
- F1Pursuant to the agreement of limited partnership of NSA OP, LP (the "Partnership"), upon the achievement of certain conditions, a holder of long-term incentive plan units ("LTIP Units") of the Partnership is entitled to convert such LTIP Units into Class A common units of limited partner interest ("Class A OP Units") of the Partnership on a one-for-one basis. In addition, under the Partnership agreement, the Reporting Person has the right to cause the Partnership to redeem all or a portion of the Reporting Person's resulting 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 10,000 LTIP Units held by the Reporting Person which were converted into 10,000 Class A OP Units as described in footnote 1 above.
- F3N/A
- F4Following the reported transactions, the Reporting Person has total direct beneficial ownership in 1,365 vested LTIP Units and 22,788 unvested LTIP Units. The Reporting Person previously reported the 10,000 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, this Form 4 is being filed on a voluntary basis solely to provide notice of the conversion of the Reporting Person's 10,000 LTIP Units into 10,000 Class A OP Units.
- F5The Reporting Person's total direct and indirect beneficial ownership of Class A OP Units following the reported transactions above is 34,153 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 therein).