HA Sustainable Infrastructure Capital, Inc.·4

May 12, 4:22 PM ET

Pangburn Marc T. 4

Research Summary

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HASI Chief Rev & Strategy Officer Marc Pangburn Forfeits 100,500 LTIP Units

What Happened

  • Marc T. Pangburn, Chief Revenue and Strategy Officer of HA Sustainable Infrastructure Capital, Inc. (HASI), recorded a disposition of 100,500 long‑term incentive plan (LTIP) units on May 11, 2026. The Form 4 reports the transaction as a derivative disposition (code J) at $0.00 — i.e., a forfeiture of those LTIP units rather than an open‑market sale or cash transaction.
  • The forfeiture occurred when Pangburn transitioned from an employee to a non‑employee strategic advisor under a consulting agreement. The filing shows no cash proceeds from this disposition.

Key Details

  • Transaction date: 2026-05-11; Form 4 filed: 2026-05-12 (timely filing).
  • Reported disposition: 100,500 LTIP units; price reported $0.00 (forfeiture/other disposition, derivative).
  • Shares/units owned after transaction: not specified in the Form 4. The filing notes remaining LTIP units continue to vest per their terms, subject to consulting services and restrictive covenants.
  • Relevant footnotes:
    • F1/F2: LTIP units are convertible into limited partner (OP) units of Hannon Armstrong Sustainable Infrastructure, LP and those OP units can be redeemed for cash equal to the market value of an equivalent number of HASI common shares or, at HASI’s option, converted into HASI common shares (one‑for‑one), subject to the Partnership Agreement.
    • F3: 100,500 LTIP units were forfeited upon Pangburn’s transition to a consultant; remaining LTIP units remain subject to vesting and conditions.
    • F5: These LTIP units are held by HASI Management HoldCo LLC; Pangburn reports only his pecuniary interest in HoldCo LLC and disclaims beneficial ownership beyond that interest.
  • Filing not marked late; no implication of illicit trading — this is a forfeiture tied to employment status.

Context

  • This was a forfeiture of incentive units tied to employment change, not a cash sale or purchase. For retail investors, such forfeitures typically reflect changes in compensation/vesting resulting from role transitions rather than a direct signal about the executive’s view of the company’s stock price.