STOCK TITAN

Compensation grant adds LTIP units for HA Sustainable (NYSE: HASI)

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

HA Sustainable Infrastructure Capital, Inc. director Nancy C. Floyd received a grant of 3,553 LTIP Units on common stock as compensation. These long-term incentive units are tied to an equal number of common shares upon vesting and conversion under the partnership agreement terms.

After this grant, Floyd holds 23,551 LTIP Units and 2,703 shares of common stock directly, including 1,160 shares accumulated through a dividend reinvestment program since her prior Section 16 filing.

Positive

  • None.

Negative

  • None.
Insider Floyd Nancy C
Role null
Type Security Shares Price Value
Grant/Award LTIP Units 3,553 $0.00 --
holding Common stock, par value $0.01 per share -- -- --
Holdings After Transaction: LTIP Units — 23,551 shares (Direct, null); Common stock, par value $0.01 per share — 2,703 shares (Direct, null)
Footnotes (1)
  1. Includes 1,160 shares of Common stock which were acquired through a dividend reinvestment program since the Reporting Owner's last Section 16 filing. 23,551 units of limited partner interest ("OP Units") in Hannon Armstrong Sustainable Infrastructure, LP (the "Partnership") are issuable upon vesting and the conversion of 23,551 long-term incentive plan units ("LTIP Units") in the Partnership. Vested LTIP Units, after achieving parity with OP Units (as described in the Partnership's Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement")), are eligible to be converted into OP Units on a one-for-one basis upon the satisfaction of conditions set forth in the Partnership Agreement. Upon conversion of LTIP Units into OP Units, the Reporting Person will have the right to cause the Partnership to redeem a portion of the Reporting Person's OP Units for cash in an amount equal to the market value (as defined in the Partnership Agreement) of an equivalent number of shares of common stock, par value $0.01 per share, of HA Sustainable Infrastructure Capital, Inc. (the "Issuer"), or at the Issuer's option, shares of the Issuer's common stock on a one-for-one basis, subject to certain adjustments. N/A
LTIP Units granted 3,553 units Grant of long-term incentive plan units on common stock
Total LTIP Units after grant 23,551 units Incentive units held by Nancy C. Floyd following transaction
Common shares held 2,703 shares Direct common stock ownership following the reported update
Dividend reinvestment shares 1,160 shares Portion of common stock accumulated via dividend reinvestment
Underlying common stock 3,553 shares Common shares underlying newly granted LTIP Units
LTIP Units financial
"23,551 long-term incentive plan units ("LTIP Units") in the Partnership."
LTIP units are awards given to executives and employees as part of a long-term incentive plan; they act like deferred bonuses that convert into company shares or cash only if the business meets set performance or time requirements. Investors care because LTIP units tie management pay to future results, can increase the number of outstanding shares (dilution) when they vest, and create ongoing compensation expense that can affect earnings and shareholder value.
OP Units financial
"23,551 units of limited partner interest ("OP Units") in Hannon Armstrong Sustainable Infrastructure, LP"
OP units are ownership stakes in an operating partnership that sits beneath a public parent company, commonly used by real estate and energy firms to hold assets and distributions. Think of them like special shares in a subsidiary: they give economic rights to profits and cash payouts but are structured differently from the parent’s common stock, so investors watch OP unit issuance because it can change the effective ownership, future distributions, and potential dilution of the parent company’s equity.
dividend reinvestment program financial
"acquired through a dividend reinvestment program since the Reporting Owner's last Section 16 filing."
A dividend reinvestment program lets investors automatically use cash dividends to buy more shares of the same company instead of taking the money as cash. Think of it like an automatic savings plan that turns small payouts into additional ownership, often including fractional shares, which can speed up compound growth and reduce the need for manual buying decisions — a convenience that can boost long-term returns for shareholders.
Partnership Agreement financial
"as described in the Partnership's Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement")"
A partnership agreement is a written contract that lays out how two or more parties will work together, splitting responsibilities, profits, losses and decision-making. Think of it as a detailed roadmap or house rulebook for a joint project; it matters to investors because the terms determine how much revenue and risk a company will take on, how quickly it can act, and whether the partnership could dilute control or boost growth potential.
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Floyd Nancy C

(Last)(First)(Middle)
ONE PARK PLACE SUITE 200

(Street)
ANNAPOLIS MARYLAND 21401

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
HA Sustainable Infrastructure Capital, Inc. [ HASI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common stock, par value $0.01 per share2,703(1)D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
LTIP Units(2)(3)06/03/2026A3,553 (2)(3) (4)Common stock, par value $0.01 per share3,553$023,551D
Explanation of Responses:
1. Includes 1,160 shares of Common stock which were acquired through a dividend reinvestment program since the Reporting Owner's last Section 16 filing.
2. 23,551 units of limited partner interest ("OP Units") in Hannon Armstrong Sustainable Infrastructure, LP (the "Partnership") are issuable upon vesting and the conversion of 23,551 long-term incentive plan units ("LTIP Units") in the Partnership.
3. Vested LTIP Units, after achieving parity with OP Units (as described in the Partnership's Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement")), are eligible to be converted into OP Units on a one-for-one basis upon the satisfaction of conditions set forth in the Partnership Agreement. Upon conversion of LTIP Units into OP Units, the Reporting Person will have the right to cause the Partnership to redeem a portion of the Reporting Person's OP Units for cash in an amount equal to the market value (as defined in the Partnership Agreement) of an equivalent number of shares of common stock, par value $0.01 per share, of HA Sustainable Infrastructure Capital, Inc. (the "Issuer"), or at the Issuer's option, shares of the Issuer's common stock on a one-for-one basis, subject to certain adjustments.
4. N/A
Remarks:
Exhibit No. 24.1 Power of Attorney dated April 30, 2026.
/s/ Michael Stephan, Attorney-in-Fact06/05/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did HASI director Nancy C. Floyd report?

Nancy C. Floyd reported receiving a grant of 3,553 LTIP Units linked to HA Sustainable Infrastructure Capital common stock. This is a compensation-related award, not an open-market purchase or sale, and forms part of her long-term incentive package tied to future vesting conditions.

How many LTIP Units does HASI’s Nancy C. Floyd hold after this filing?

Following the reported grant, Nancy C. Floyd holds 23,551 LTIP Units. These units represent long-term incentive interests that may convert into an equal number of partnership OP Units and ultimately HA Sustainable Infrastructure Capital common shares, subject to vesting and other conditions set in the partnership agreement.

How many HASI common shares does Nancy C. Floyd own directly now?

Nancy C. Floyd directly owns 2,703 shares of HA Sustainable Infrastructure Capital common stock after the reported update. This total includes 1,160 shares accumulated through a dividend reinvestment program since her last Section 16 filing, reflecting ongoing reinvestment of cash dividends into additional shares.

Are Nancy C. Floyd’s LTIP Units in HASI equivalent to common shares today?

The LTIP Units are not ordinary common shares today; they are partnership incentive units. Once vested and after achieving required parity, they may convert one-for-one into OP Units, which can then be redeemed for cash or HA Sustainable common stock, subject to specified conditions.

Did the HASI Form 4 show any insider share sales or purchases?

The Form 4 does not show any open-market purchases or sales by Nancy C. Floyd. It reports a grant of 3,553 LTIP Units as a compensation award and updates her direct common stock holdings, including shares accumulated through the dividend reinvestment program since the prior filing.