National Storage Affiliates Trust·4

May 19, 4:02 PM ET

Allan Warren 4

4 · National Storage Affiliates Trust · Filed May 19, 2026

Research Summary

AI-generated summary of this filing

Updated

NSA Director Allan Warren Receives Restricted Shares; Converts LTIP Units

What Happened

  • Allan Warren, a director of National Storage Affiliates Trust (NSA), was granted 4,762 restricted common shares on May 15, 2026 at an implied value of $42.53/share (total value $202,528). These Restricted Shares were awarded under the Issuer’s 2024 Equity Incentive Plan and are subject to vesting conditions (see below).
  • On May 16, 2026 the filing also reports the conversion of 5,048 long-term incentive plan units (LTIP Units) into 5,048 Class A OP Units in the Partnership (conversion of a derivative security). The conversion rows were filed voluntarily to provide notice of this conversion.

Key Details

  • Transaction dates: May 15, 2026 (grant of 4,762 restricted shares) and May 16, 2026 (conversion of 5,048 LTIP Units to 5,048 Class A OP Units).
  • Price/value: Restricted shares recorded at $42.53 per share (closing price noted for May 14, 2026), total ≈ $202,528. Conversion of LTIP Units has no per-share cash price reported (derivative conversion).
  • Shares owned after transactions:
    • 4,762 common Shares reported as the Reporting Person’s total direct/indirect beneficial ownership in this class after the grant (footnote 3).
    • 1,297,536 Class A OP Units (total direct beneficial ownership after reported transactions) and 1,170 LTIP Units remain (footnote 9).
  • Vesting/conditions: The 4,762 Restricted Shares vest the earlier of (i) May 15, 2027, (ii) the day before the next annual meeting, or (iii) immediately prior to the Company Merger Effective Time under the March 16, 2026 merger agreement with Public Storage (footnote 1).
  • LTIP conversion notes: LTIP Units that achieve parity with Class A OP Units may be converted one-for-one into Class A OP Units; upon conversion the holder can cause the Partnership to redeem Class A OP Units for cash equal to market value or, at the Issuer’s option, receive Shares (footnotes 5–6, 7).
  • Ownership vehicle: Some securities are held via the Allan Revocable Living Trust for which Warren has voting/investment power (footnote 4).
  • Filing timeliness: Form 4 was filed May 19, 2026 reporting transactions on May 15–16. Form 4s are generally required within two business days of a reportable transaction; the grant on May 15 appears to have been reported after that typical window. The conversion rows were filed voluntarily to provide notice (footnote 7).

Context

  • The restricted-share grant is an award (A) subject to vesting—awards do not necessarily indicate immediate buying or selling intent and are common for director compensation.
  • The LTIP-to-Class A OP Unit conversion is a derivative conversion (not a cash sale). Converted partnership units can often be redeemed for cash or exchanged for issuer shares under the partnership agreement; this filing provides notice of that conversion.
  • This summary is factual and does not infer motivation behind the award or conversion.

Insider Transaction Report

Form 4
Period: 2026-05-15
Allan Warren
Director
Transactions
  • Award

    Common shares of beneficial interest, $0.01 par value

    [F1][F2][F3][F4]
    2026-05-15$42.53/sh+4,762$202,5284,762 total(indirect: See fotnote)
  • Conversion

    LTIP Units

    [F5][F6][F7][F8][F9][F4]
    2026-05-165,0481,170 total(indirect: See footnote)
    Class A OP Units (5,048 underlying)
  • Conversion

    Class A OP Units

    [F5][F6][F7][F8][F9][F4]
    2026-05-16+5,0481,298,706 total(indirect: See footnote)
    Common shares of beneficial interest, $0.01 par value (5,048 underlying)
Footnotes (9)
  • [F1]Consists of 4,762 restricted common shares of beneficial interest, $0.01 par value of the Issuer ("Restricted Shares"). The Restricted Shares were granted to the Reporting Person under the Issuer's 2024 Equity Incentive Plan, and are scheduled to vest scheduled to vest the earlier of: (i) May 15, 2027, (ii) the calendar day immediately preceding the next annual meeting of shareholders or (iii) immediately prior to the Company Merger Effective Time (as such term is defined in that certain Agreement of Plan and Merger, dated as of March 16, 2026, by and among the Issuer, NSA OP, LP (the "Partnership"), Public Storage, Public Storage OP, L.P., Pelican Merger Sub I, LLC and Pelican Merger Sub II, LLC, as the same may be amended).
  • [F2]The closing price of the Issuer's common shares of beneficial interest, $0.01 par value ("Shares") on May 14, 2026.
  • [F3]The Reporting Person's total direct and indirect beneficial ownership following the reported transaction in this class of securities is 4,762 Shares. The 4,762 Shares does not include derivative securities of the Reporting Person that have been previously reported on the Reporting Person's Forms 3 and Forms 4.
  • [F4]Held by Allan Revocable Living Trust TTEE Warren Allan U/A/D 9/29/1990 for which the Reporting Person has or shares voting and/or investment power. 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.
  • [F5]Long-term incentive plan units ("LTIP Units") in the Partnership, after achieving parity with Class A common units of limited partner interest in the Partnership ("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.
  • [F6]Upon conversion of such vested parity LTIP Units into Class A OP Units, the Reporting Person has the right to cause the Partnership to redeem all or 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 Shares, or at the Issuer's option, Shares on a one-for-one basis, subject to certain adjustments.
  • [F7]Consists of 5,048 LTIP Units held by the Reporting Person which were converted into 5,048 Class A OP Units as described in footnote 5 above. The Reporting Person previously reported the 5,048 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 1 and 2 of Table II of this Form 4 are being filed on a voluntary basis solely to provide notice of the conversion of the Reporting Person's 5,048 LTIP Units into 5,048 Class A OP Units.
  • [F8]N/A
  • [F9]The Reporting Person's total direct beneficial ownership following the reported transactions above is 1,297,536 Class A OP Units (which includes those Class A OP Units previously reported and the Class A OP Units reported herein) and 1,170 LTIP Units. The 1,297,536 Class A OP Units do not include non-derivative securities of the Reporting Person that were previously reported.
Signature
Warren W. Allan, by Zoya F. Afridi, his Attorney-in-fact|2026-05-19

Documents

1 file
  • 4
    wk-form4_1779220938.xmlPrimary

    FORM 4