Nordhagen Arlen Dale 4
4 · National Storage Affiliates Trust · Filed Jul 22, 2026
Research Summary
AI-generated summary of this filing
National Storage (NSA) Director Arlen Nordhagen Disposes ~6.56M Shares
What Happened
- Arlen Dale Nordhagen, Vice Chairperson and Director of National Storage Affiliates Trust (NSA), recorded a series of merger-related transactions on 2026-07-22. These include conversions of LTIP/derivative units into restricted common shares and multiple dispositions to the issuer totaling approximately 6,556,954 NSA shares. A small conversion of 4,631 derivative shares was also reported as an acquisition entry.
- No trading prices are reported (N/A) because the transactions were effected under the Merger Agreement with Public Storage; converted NSA shares were exchanged for newly issued Public Storage shares at an Exchange Ratio of 0.1400 (plus cash in lieu of fractional shares) or otherwise surrendered per the merger terms.
Key Details
- Transaction date: 2026-07-22 (reported on Form 4 filed 2026-07-22).
- Principal actions and counts:
- Conversion of derivative security (C): 4,631 shares acquired.
- Dispositions to issuer (D): 3,817,257; 145,504; 24,066; 8,689; and 2,561,438 shares (total ~6,556,954 disposed).
- Conversion of derivative security (C) reported as disposed: 28,424 shares; plus a disposition of 2,561,438 shares identified as derivative-related.
- Prices/values: N/A on the Form 4 because the transfers occurred under the Merger Agreement and consideration involved newly issued Public Storage shares and/or cash in lieu of fractions.
- Shares owned after the transactions: the filing notes 145,504 common shares over which Mr. Nordhagen has voting or investment power but not pecuniary interest (Footnote F3), and 8,689 Series A Preferred shares with voting/investment power only (Footnote F5).
- Notable footnotes:
- F1–F9 outline the Merger Agreement mechanics: 2026 LTIP Units converted to Restricted Shares (F1); Restricted Shares and other issued shares were converted into the right to receive Public Storage shares at a 0.1400 exchange ratio and some Restricted Shares were surrendered to satisfy tax withholding (F2); LTIP vesting and conversions are described (F6–F8); Series A preferred shares converted to Public Storage Series T preferred (F4).
- Filing timeliness: Form filed on 2026-07-22; no late filing indicator noted in the provided data.
Context
- These transactions are merger-related corporate actions (conversion/surrender under the Merger Agreement), not open-market buys or discretionary insider sales. That means they primarily reflect the mechanics of the Public Storage acquisition of NSA (exchange ratio, unit conversions, tax withholding), rather than an independent trading decision by the insider.
- For retail investors, merger-driven dispositions typically do not convey the same directional trading signal as voluntary open-market purchases or sales.
Insider Transaction Report
Form 4Exit
Nordhagen Arlen Dale
DirectorVice Chairperson
Transactions
- Conversion
Common shares of beneficial interest, $0.01 par value
[F1][F2]2026-07-22+4,631→ 3,817,257 total - Disposition to Issuer
Common shares of beneficial interest, $0.01 par value
[F1][F2]2026-07-22−3,817,257→ 0 total - Disposition to Issuer
Common shares of beneficial interest, $0.01 par value
[F3][F2]2026-07-22−145,504→ 0 total(indirect: See Footnote) - Disposition to Issuer
Series A Preferred Shares
[F4]2026-07-22−24,066→ 0 total - Disposition to Issuer
Series A Preferred Shares
[F4][F5]2026-07-22−8,689→ 0 total(indirect: See Footnote) - Conversion
LTIP Units
[F1][F6][F7][F8][F9]2026-07-22−28,424→ 0 total→ Class A OP Units (28,424 underlying) - Disposition to Issuer
Class A OP Units
[F8][F10][F7][F9]2026-07-22−2,561,438→ 0 total→ Common shares of beneficial interest, $0.01 par value (2,561,438 underlying)
Footnotes (10)
- [F1]In connection with the transactions contemplated by the Agreement and Plan of Merger, dated as of March 16, 2026 (the "Merger Agreement"), between the Issuer, Public Storage and certain other parties, each outstanding time-based long term incentive plan unit ("LTIP Unit") of NSA OP, LP (the "Partnership") that was granted to the Reporting Person in 2026 (such LTIP Units, the "2026 time-based LTIP Units") was converted on a one-for-one basis into an equal number of restricted common shares of beneficial interest, $0.01 par value, of the Issuer ("Restricted Shares").
- [F10]Includes (i) certain LTIP Units previously reported on a fully converted basis, as Class A OP Units, which were subsequently converted into Restricted Shares (as described in Footnote 1 above) or deemed forfeited (as described in Footnote 6 above) and (ii) certain Class X common units of limited liability company interest and certain Class X common units of limited partnership interest, as applicable (collectively, "DownREIT Class X Units"), of Corona Universal Self Storage, Fontana Universal Self Storage, Universal Self Storage Hesperia LLC, Hesperia Universal Self Storage, Universal Self Storage Highland, Loma Linda Universal Self Storage, Universal Self Storage San Bernardino LLC, Upland Universal Self Storage, and SecurCare American Portfolio, LLC. DownREIT Class X Units may be redeemed on a one-for-one basis for Class A OP Units.
- [F2]Pursuant to the Merger Agreement, issued and outstanding common shares of beneficial interest, $0.01 par value of the Issuer, inclusive of Restricted Shares, were converted into the right to receive 0.1400 (the "Exchange Ratio") newly issued common shares of beneficial interest, par value $0.10 per share, of Public Storage and cash in lieu of any fractional shares. Certain Restricted Shares were surrendered to satisfy statutory minimum federal and state tax obligations associated with the vesting.
- [F3]Consists of 145,504 common shares of beneficial interest, $0.01 par value of the Issuer ("Shares") over which Mr. Nordhagen has voting or investment power, but not a pecuniary interest in.
- [F4]Pursuant to the Merger Agreement, each issued and outstanding 6.000% Series A cumulative redeemable preferred share of beneficial interest, par value $0.01 per share ("Series A Preferred Shares"), of the Issuer was converted into the right to receive one newly issued share of 6.000% Cumulative Preferred Shares of beneficial interest, Series T, par value $0.01 per share, of Public Storage.
- [F5]Consists of 8,689 Series A Preferred Shares over which Mr. Nordhagen has voting or investment power, but not a pecuniary interest in.
- [F6]Except as otherwise described above in Footnote 1 above with respect to the 2026 time-based LTIP Units, pursuant to the terms of the Merger Agreement, each outstanding and unvested LTIP Unit (other than performance-based LTIP Units granted in 2026) vested in full immediately prior to the effective time of the merger of a subsidiary of Public Storage into the Partnership (the "Partnership Merger"), with any applicable performance-based vesting conditions deemed achieved at target performance levels. Performance-based LTIP Units granted in 2026 and any Performance-based LTIP Units that would only vest at maximum performance levels were deemed forfeited.
- [F7]At the effective time of the Partnership Merger, each vested LTIP Unit that was eligible for conversion was converted into one Class A unit of limited partnership interest in the Partnership ("Class A OP Unit") in accordance with the Merger Agreement.
- [F8]Pursuant to the Merger Agreement, each Class A OP Unit issued and outstanding immediately prior to the effective time of the Partnership Merger was (i) automatically converted into the right to receive a number of newly issued common units in Public Storage OP, L.P., equal to the Exchange Ratio or (ii), at the election of holders of Class A OP Units, redeemed in exchange for one newly issued unit in NSA OP JV, LLC which holds 80% of the equity of the joint venture with Public Storage that holds certain identified real estate assets contributed by the Partnership.
- [F9]N/A.
Signature
/s/ Arlen Dale Nordhagen, by Zoya F. Afridi, his Attorney-in-fact|2026-07-22