National Storage Affiliates Trust·4

Mar 3, 4:10 PM ET

Nordhagen Arlen Dale 4

4 · National Storage Affiliates Trust · Filed Mar 3, 2026

Research Summary

AI-generated summary of this filing

Updated

National Storage Affiliates (NSA) Vice Chair Arlen Nordhagen Receives Award

What Happened

  • Arlen Dale Nordhagen, Vice Chairperson and Director of National Storage Affiliates Trust (NSA), received 12,567 Class A OP Units (derivative securities) as LTIP-related awards on Feb 27, 2026 (reported as an acquisition at $0.00). On the same date, 6,289 LTIP Units were converted into 6,289 Class A OP Units (conversion reported with matching disposition/acquisition rows). These transactions were awards/conversions tied to the Issuer’s 2024 Equity Incentive Plan and related Partnership Agreement, not open-market cash purchases or sales.

Key Details

  • Transaction date: February 27, 2026; Form 4 filed March 3, 2026 (timely within the 2-business-day rule).
  • Reported items: 12,567 Class A OP Units granted (A) at $0.00; conversion of 6,289 LTIP Units into 6,289 Class A OP Units (reported as C—disposition and C—acquisition).
  • Shares/units after transactions: 2,561,438 Class A OP Units beneficially (direct + indirect) reported; additionally 919 vested LTIP Units and 28,424 unvested LTIP Units remain (post-transaction).
  • Performance contingency: Of the 12,567 LTIP-related units, 4,631 vest in three annual installments (2027–2029) subject to continued service; 7,936 are performance-based and vest only if performance thresholds are met. The 7,936 are reported for informational purposes and may not vest if minimum performance is not achieved.
  • Conversion/redemption mechanics: Under the Partnership Agreement, LTIP Units can convert 1-for-1 into Class A OP Units and holders can cause redemption of Class A OP Units for Issuer shares or cash per agreement terms.
  • Beneficial ownership disclaimer: The reporting person disclaims beneficial ownership except to the extent of any pecuniary interest (as noted in the filing).

Context

  • These entries are compensation-related derivative awards/conversions (codes A and C). The $0.00 acquisition price reflects issuance/conversion of LTIP/OP units rather than a cash purchase; such grants are typically compensation, not an independent market buy indicating personal investment conviction. The filing appears timely and is mainly informational about equity compensation and unit conversions.

Insider Transaction Report

Form 4
Period: 2026-02-27
Nordhagen Arlen Dale
DirectorVice Chairperson
Transactions
  • Award

    Class A OP Units

    [F1][F2][F3][F4][F5][F6]
    2026-02-27+12,5672,561,438 total
    Common shares of beneficial interest, $0.01 par value (12,567 underlying)
  • Conversion

    LTIP Units

    [F1][F2][F7][F8][F4][F5][F9]
    2026-02-276,28929,343 total
    Class A OP Units (6,289 underlying)
  • Conversion

    Class A OP Units

    [F1][F8][F4][F5][F9]
    2026-02-27+6,2892,561,438 total
    Common shares of beneficial interest, $0.01 par value (6,289 underlying)
Footnotes (9)
  • [F1]Pursuant to the agreement of limited partnership (the "Partnership Agreement") of NSA OP, LP (the "Partnership"), the Reporting Person has the right to cause the Partnership to redeem all or a portion of the Reporting Person's Class A common units of limited partner interest ("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.
  • [F2]The Class A OP Units in the first row of this table are comprised of 12,567 Class A OP Units issuable upon the conversion of 12,567 unvested long-term incentive plan units ("LTIP Units") in the Partnership which were granted to the Reporting Person pursuant to a 2026 LTIP Unit Award Agreement between the Issuer and the Reporting Person under the Issuer's 2024 Equity Incentive Plan. Of these, 4,631 vest in three annual installments on January 1, 2027, January 1, 2028, and January 1, 2029, subject to continued employment by the Reporting Person and 7,936 represent the maximum amount of LTIP Units that can vest on January 1, 2029 contingent upon the achievement of certain performance criteria.
  • [F3]The Reporting Person will not earn any of the 7,936 performance-based LTIP Units if the minimum performance criteria is not met. The 7,936 performance-based LTIP Units are being reported here for informational purposes only. 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 Agreement.
  • [F4]N/A.
  • [F5]The Reporting Person's total direct and indirect beneficial ownership of Class A OP Units following the reported transactions above (including the LTIP Units conversion described in footnote 8 below) is 2,561,438 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). Excludes 7,085 previously reported LTIP Units granted on February 27, 2023 pursuant to a 2023 LTIP Unit Agreement, which did not vest upon the expiration of the performance period on January 1, 2026.
  • [F6]This filing shall not be deemed to be an admission that the Reporting Person is the beneficial owner of any of the securities reported herein, and the Reporting Person disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest therein.
  • [F7]Pursuant to the Partnership Agreement, upon the achievement of certain conditions, a holder of LTIP Units of the Partnership is entitled to convert such LTIP Units into Class A OP Units of the Partnership on a one-for-one basis.
  • [F8]Consists of 6,289 LTIP Units held by the Reporting Person which were converted into 6,289 Class A OP Units as described in footnote 7 above.
  • [F9]Following the reported transactions, the Reporting Person has total direct beneficial ownership in 919 vested LTIP Units and 28,424 unvested LTIP Units. The Reporting Person previously reported the 6,289 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 6,289 LTIP Units into 6,289 Class A OP Units.
Signature
Arlen Dale Nordhagen, by Zoya Afridi, his Attorney-in-fact|2026-03-03

Documents

1 file
  • 4
    wk-form4_1772572209.xmlPrimary

    FORM 4