4//SEC Filing
Rose Nathaniel 4
Accession 0001561894-24-000099
CIK 0001561894other
Filed
Sep 11, 8:00 PM ET
Accepted
Sep 12, 4:27 PM ET
Size
11.1 KB
Accession
0001561894-24-000099
Insider Transaction Report
Form 4
Rose Nathaniel
Senior Vice President & CIO
Transactions
- Sale
Common stock, par value $0.01 per share
2024-09-11$33.50/sh−10,000$335,000→ 153,164 total - Gift
Common stock, par value $0.01 per share
2024-09-11−5,000→ 148,164 total
Holdings
- 296,417(indirect: By LLC)
LTIP Units
→ Common stock, par value $0.01 per share (296,417 underlying) - 3,000(indirect: By Spouse)
Common stock, par value $0.01 per share
Footnotes (6)
- [F1]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.45 to $33.54, inclusive, on September 11, 2024. The reporting person undertakes to provide Hannon Armstrong Sustainable Infrastructure Capital, Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- [F2]These shares are held by the reporting person's spouse. The reporting person disclaims ownership other than to the extent of his pecuniary interest.
- [F3]296,417 units of limited partner interest ("OP Units") in Hannon Armstrong Sustainable Infrastructure, LP (the "Partnership") are issuable upon the vesting and conversion of 296,417 long-term incentive plan units ("LTIP Units") in the Partnership. The LTIP Units were granted to the Reporting Person under the Issuer's 2013 Equity Incentive Plan, as amended, and the Issuer's 2022 Equity Incentive Plan.
- [F4]Vested LTIP Units, after achieving parity with OP Units (as described in the Partnership's Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement")), are eligible to be converted into OP Units on a one-for-one basis upon the satisfaction of conditions set forth in the Partnership Agreement. Upon conversion of LTIP Units into OP Units, the Reporting Person will have the right to cause the Partnership to redeem a portion of the Reporting Person's OP Units for cash in an amount equal to the market value (as defined in the Partnership Agreement) of an equivalent number of shares of common stock, par value $0.01 per share, of Hannon Armstrong Sustainable Infrastructure Capital, Inc. (the "Issuer"), or at the Issuer's option, shares of the Issuer's common stock on a one-for-one basis, subject to certain adjustments.
- [F5]N/A
- [F6]These LTIP Units are held by HASI Management HoldCo LLC ("HoldCo LLC"). The Reporting Person is a member of HoldCo LLC. The LTIP Units reported represent only the number of LTIP Units in which the Reporting Person has a pecuniary interest in accordance with his proportionate interest in HoldCo LLC. The Reporting Person is voluntarily reporting his proportionate interest in HoldCo LLC's ownership of LTIP Units. The Reporting Person disclaims beneficial ownership other than to the extent of his pecuniary interest.
Documents
Issuer
HA Sustainable Infrastructure Capital, Inc.
CIK 0001561894
Entity typeother
Related Parties
1- filerCIK 0001574203
Filing Metadata
- Form type
- 4
- Filed
- Sep 11, 8:00 PM ET
- Accepted
- Sep 12, 4:27 PM ET
- Size
- 11.1 KB