National Storage Affiliates Trust·4

May 19, 4:02 PM ET

SCHALL MICHAEL J 4

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

Research Summary

AI-generated summary of this filing

Updated

NSA Director Michael Schall Receives Restricted Shares & Converts LTIPs

What Happened
Michael J. Schall, a director of National Storage Affiliates Trust (NSA), was granted 5,291 restricted common shares on 2026-05-15 valued at $42.53 each (total ~$225,026). On 2026-05-16 he converted 12,618 long-term incentive plan (LTIP) units into 12,618 Class A OP units (a derivative conversion reported to give notice of the conversion).

Key Details

  • Transaction types: A = Award/Grant (5,291 restricted shares); C = Conversion of derivative security (12,618 LTIP Units → 12,618 Class A OP Units).
  • Dates & price: Restricted shares granted 2026-05-15 at $42.53 (closing price on 2026-05-14); LTIP conversion occurred 2026-05-16 (no per-share price for conversion).
  • Value: Restricted shares valued at approximately $225,026 (5,291 × $42.53).
  • Holdings after transactions: 11,291 issuer common shares (includes the 5,291 restricted shares) and 12,618 Class A OP Units; 0 LTIP Units remaining.
  • Vesting/conditions: The 5,291 restricted shares vest the earlier of (i) May 15, 2027, (ii) the day before the next annual meeting, or (iii) immediately before the Company Merger Effective Time per the referenced merger agreement.
  • Conversion rights: LTIP Units that reach parity with Class A OP Units convert one-for-one; converted Class A OP Units may be redeemed by the holder for cash equal to the market value of equivalent Shares or, at the issuer’s option, for Shares (subject to adjustments).
  • Filing: Form 4 filed 2026-05-19 reporting transactions on 2026-05-15 and 05-16 (filed within the normal 2-business-day window given the reporting dates).

Context

  • The grant (A) is an award of restricted shares (not an open-market purchase), which is compensation-related and subject to vesting conditions—these are routine for directors.
  • The LTIP conversion is a structural/derivative transaction (not an open-market sale) that changes unit type and creates potential redemption or share-exchange value in the Partnership structure.
  • These filings are informational and do not by themselves indicate the insider’s market view; they document compensation and conversion mechanics.

Insider Transaction Report

Form 4
Period: 2026-05-15
Transactions
  • Award

    Common shares of beneficial interest, $0.01 par value

    [F1][F2][F3]
    2026-05-15$42.53/sh+5,291$225,02611,291 total
  • Conversion

    LTIP Units

    [F4][F5][F6][F7][F8]
    2026-05-1612,6180 total
    Class A OP Units (12,618 underlying)
  • Conversion

    Class A OP Units

    [F4][F5][F6][F7][F8]
    2026-05-16+12,61812,618 total
    Common shares of beneficial interest, $0.01 par value (12,618 underlying)
Footnotes (8)
  • [F1]Consists of 5,291 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 beneficial ownership following the reported transaction in this class of securities is 11,291 Shares (inclusive of Restricted Shares), which includes those Shares previously reported. The 11,291 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]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.
  • [F5]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.
  • [F6]Consists of 12,618 LTIP Units held by the Reporting Person which were converted into 12,618 Class A OP Units as described in footnote 4 above. The Reporting Person previously reported the 12,618 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 12,618 LTIP Units into 12,618 Class A OP Units.
  • [F7]N/A
  • [F8]The Reporting Person's total direct beneficial ownership following the reported transactions above is 12,618 Class A OP Units (which includes those Class A OP Units previously reported and the Class A OP Units reported herein) and 0 LTIP Units. The 12,618 Class A OP Units do not include non-derivative securities of the Reporting Person that were previously reported.
Signature
Michael J. Schall, by Zoya Afridi, his Attorney-in-fact|2026-05-19

Documents

1 file
  • 4
    wk-form4_1779220944.xmlPrimary

    FORM 4