Cowan William S. Jr. 4
4 · National Storage Affiliates Trust · Filed Mar 3, 2026
Research Summary
AI-generated summary of this filing
National Storage Affiliates (NSA) CSO William S. Cowan Jr. Receives Award
What Happened
- William S. Cowan Jr., Chief Strategy Officer of National Storage Affiliates Trust (NSA), received a 2026 long‑term incentive award of 55,289 LTIP units (reported as Class A OP Units issuable on conversion) and converted 7,074 LTIP units into 7,074 Class A OP Units on February 27, 2026. The grant reported has a reported price of $0.00 (equity award, not a cash purchase).
Key Details
- Transaction date: February 27, 2026.
- Grant: 55,289 LTIP units (reported as Class A OP Units issuable upon conversion); reported acquisition price $0.00 (award).
- Conversion: 7,074 LTIP units converted into 7,074 Class A OP Units (reported as both a disposition and an acquisition entry for the derivative conversion).
- Vesting: Of the 55,289 LTIP units, 20,374 vest in three annual installments (Jan 1, 2027; Jan 1, 2028; Jan 1, 2029). 34,915 are performance‑based and vest only if performance targets are met.
- Ownership after transactions: 197,016 Class A OP Units (direct beneficial ownership), plus reported holdings of 17,606 vested LTIP units and 151,394 unvested LTIP units.
- Notable footnotes:
- LTIP units convert one‑for‑one into Class A OP Units upon satisfaction of conditions; Class A OP Units may be redeemed for cash equal to market value or exchanged for Issuer shares at the issuer’s option (see Partnership Agreement).
- The 34,915 performance units are reported for informational purposes and will not vest if minimum performance metrics are unmet.
- The filer disclaims beneficial ownership beyond any pecuniary interest (standard legal disclosure).
- The conversion of 7,074 units was also reported voluntarily to provide notice of the conversion.
Context
- This was an equity award and conversion of incentive units — not an open‑market buy or sale. Such grants are routine compensation for executives and do not, by themselves, indicate a trading signal.
- For retail investors, purchases (cash buys) often carry more direct interpretive weight than awards; here the activity reflects compensation and plan mechanics (vesting and performance contingencies).
Insider Transaction Report
Form 4
Cowan William S. Jr.
Chief Strategy Officer
Transactions
- Award
Class A OP Units
[F1][F2][F3][F4][F5][F6]2026-02-27+55,289→ 197,016 total→ Common shares of beneficial interest, $0.01 par value (55,289 underlying) - Conversion
LTIP Units
[F1][F2][F7][F8][F4][F5][F9]2026-02-27−7,074→ 169,000 total→ Class A OP Units (7,074 underlying) - Conversion
Class A OP Units
[F1][F8][F4][F5][F9]2026-02-27+7,074→ 197,016 total→ Common shares of beneficial interest, $0.01 par value (7,074 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 this table are comprised of 55,289 Class A OP Units issuable upon the conversion of 55,289 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, 20,374 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 34,915 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 34,915 performance-based LTIP Units if the minimum performance criteria is not met. The 34,915 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 beneficial ownership of Class A OP Units following the reported transactions above (including 20,942 LTIP Units that were converted into 20,942 Class A OP Units on June 10, 2025) is 197,016 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 herein and therein). Excludes 28,595 previously reported LTIP Units granted on June 1, 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 7,074 LTIP Units held by the Reporting Person which were converted into 7,074 Class A OP Units as described in footnote 7 above.
- [F9]Following the reported transactions, the Reporting Person has total direct beneficial ownership in 17,606 vested LTIP Units and 151,394 unvested LTIP Units. The Reporting Person previously reported the 7,074 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 7,074 Units into 7,074 Class A OP Units.
Signature
William S. Cowan, Jr., by Zoya Afridi, his Attorney-in-fact|2026-03-03