Hylbert Paul William Jr 4
4 · National Storage Affiliates Trust · Filed May 31, 2023
Insider Transaction Report
Form 4
Hylbert Paul William Jr
Director
Transactions
- Award
Class A OP Units
2023-05-26$36.60/sh+5,602$205,033→ 50,650 total→ Common shares of beneficial interest, $0.01 par value (5,602 underlying) - Conversion
LTIP Units
2023-05-26−3,781→ 9,464 total→ Class A OP Units (3,781 underlying) - Conversion
Class A OP Units
2023-05-26+3,781→ 50,650 total→ Common shares of beneficial interest, $0.01 par value (3,781 underlying)
Footnotes (6)
- [F1]The 5,602 Class A common units of limited partner interest ("Class A OP Units") in NSA OP, LP (the "Partnership") are issuable upon the conversion of 5,602 long-term incentive plan units ("LTIP Units") in the Partnership. The LTIP Units were granted to the Reporting Person under the Issuer's 2015 Equity Incentive Plan, and are scheduled to vest on the earlier of: (i) May 23, 2024 or (ii) the calendar day immediately preceding the next annual meeting of shareholders, the date of which will be specified in a future proxy statement of the Issuer. Vested LTIP Units, after achieving parity with Class A OP Units, are eligible to be converted into Class A OP Units on a one-for-one basis upon the satisfaction of conditions set forth in the Partnership's agreement of limited partnership.
- [F2]Upon conversion of such vested parity LTIP Units into Class A OP Units, the Reporting Person will have the right to cause the Partnership to redeem a portion of the Reporting Person's Class A OP Units for cash in an amount equal to the market value of an equivalent number of the Issuer's common shares of beneficial interest ("Shares"), or at the Issuer's option, Shares on a one-for-one basis, subject to certain adjustments.
- [F3]N/A
- [F4]The price of the derivative securities was determined using the closing price of the Issuer's Shares on May 24, 2023.
- [F5]The Reporting Person's total direct beneficial ownership following the reported transactions above is 50,650 Class A OP Units, which includes those Class A OP Units previously reported and the Class A OP Units reported herein (together with those other LTIP Units convertible into, or exchangeable for, such Class A OP Units as specified herein and reported in prior Forms 4). Following the reported transactions, the Reporting Person has total direct beneficial ownership in 3,862 vested LTIP Units and 5,602 unvested LTIP Units. The 50,650 Class A OP Units do not include non-derivative securities of the Reporting Person that were previously reported.
- [F6]Consists of 3,781 LTIP Units held by the Reporting Person which were converted into 3,781 Class A OP Units as described in footnote 1 above. The Reporting Person previously reported the 3,781 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, rows 2 and 3 of this Form 4 are being filed on a voluntary basis solely to provide notice of the conversion of the Reporting Person's 3,781 LTIP Units into 3,781 Class A OP Units.