Palazzo Dominic M 4
4 · National Storage Affiliates Trust · Filed May 19, 2026
Research Summary
AI-generated summary of this filing
NSA Director Dominic Palazzo Receives Award and Converts LTIP Units
What Happened
- Dominic M. Palazzo, a director of National Storage Affiliates Trust (NSA), was granted 5,056 restricted common shares on May 15, 2026 (reported as an Award, code A). The grant used a price reference of $42.53 per share (May 14, 2026 close), valuing the award at $215,032.
- On May 16, 2026, Palazzo converted 8,606 LTIP units (long-term incentive plan units) into 8,606 Class A OP Units of the Partnership (reported as conversion of a derivative security, code C). The conversion entries show the LTIP units disposed and the Class A OP Units acquired on a one-for-one basis; no cash price is reported for the conversion.
Key Details
- Transaction dates and values:
- May 15, 2026 — Award of 5,056 restricted shares at $42.53 (value ≈ $215,032) (F1, F2).
- May 16, 2026 — Conversion of 8,606 LTIP Units into 8,606 Class A OP Units (no per-share price reported; derivative conversion) (F5–F7).
- Shares/units owned after transactions:
- 5,056 restricted Shares beneficially owned (F3).
- 56,909 Class A OP Units beneficially owned and 0 LTIP Units after conversion (F9).
- Notable footnotes:
- Restricted shares vest the earlier of May 15, 2027, the day before the next annual meeting, or immediately prior to the Company Merger Effective Time (F1).
- LTIP Units become convertible into Class A OP Units on parity and, once converted, may be redeemed by the holder for cash equal to market value or exchanged for Shares at the issuer’s option (F5, F6).
- The conversion disclosure was filed voluntarily to show the change from LTIP Units to Class A OP Units; the filer previously reported the LTIP Units on an as-converted basis (F7).
- No late-filing indication is stated in the reported Form 4.
Context
- This activity reflects compensation and unit reclassification rather than an open-market purchase or sale; the award is director compensation and the LTIP conversion is an administrative conversion of incentive units into partnership units.
- The LTIP conversion does not involve immediate market-sale proceeds; converted Class A OP Units can potentially be redeemed for cash or exchanged for Shares per the partnership/issuer terms (F6).
Insider Transaction Report
Form 4
Palazzo Dominic M
Director
Transactions
- Award
Common shares of beneficial interest, $0.01 par value
[F1][F2][F3][F4]2026-05-15$42.53/sh+5,056$215,032→ 5,056 total(indirect: See Footnote) - Conversion
LTIP Units
[F5][F6][F7][F8][F9][F4]2026-05-16−8,606→ 0 total(indirect: See footnote)→ Class A OP Units (8,606 underlying) - Conversion
Class A OP Units
[F5][F6][F7][F8][F9][F4]2026-05-16+8,606→ 56,909 total(indirect: See footnote)→ Common shares of beneficial interest, $0.01 par value (8,606 underlying)
Footnotes (9)
- [F1]Consists of 5,056 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 5,056 Shares. The 5,056 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 Dominic Mario Palazzo TTEE Dominic Mario Palazzo Trust UTAD 02/10/2000 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 8,606 LTIP Units held by the Reporting Person which were converted into 8,606 Class A OP Units as described in footnote 5 above. The Reporting Person previously reported the 8,606 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 8,606 LTIP Units into 8,606 Class A OP Units.
- [F8]N/A
- [F9]The Reporting Person's total direct beneficial ownership following the reported transactions above is 56,909 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 56,909 Class A OP Units do not include non-derivative securities of the Reporting Person that were previously reported.
Signature
Dominic M. Palazzo, by Zoya F. Afridi, his Attorney-in-fact|2026-05-19