HASI CAO covers taxes with 961 withheld shares
HA Sustainable Infrastructure Capital, Inc. Chief Accounting Officer Michelle Whicher reported a routine tax-withholding share disposition.
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Form Type
4
Rhea-AI Filing Summary
HA Sustainable Infrastructure Capital, Inc. Chief Accounting Officer Michelle Whicher reported a routine tax-withholding share disposition. The company withheld 961 shares of common stock at $41.19 per share to cover taxes on the vesting of 1,988 shares of common stock. After this, she directly holds 19,084 common shares and has an indirect interest in 10,246 LTIP Units that are ultimately tied to 10,246 underlying common shares.
Insider Trade Summary
Exercise Price or Tax Liability: 961 shares
Exercise Price or Tax Liability
1 txn
Insider
Whicher Michelle
Role
Chief Accounting Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise Price or Tax Liability | Common stock, par value $0.01 per share | 961 | $41.19 | $40K |
| Holding | LTIP Units | -- | -- | -- |
Holdings After Transaction:
Common stock, par value $0.01 per share — 19,084 shares (Direct);
LTIP Units — 10,246 contracts (Indirect, By HASI Management HoldCo LLC)
Holdings Before and After:
Common stock, par value $0.01 per share, 20,045 to 19,084 shares (Direct)
Footnotes (6)
- F1. Consists of shares of Common Stock withheld by the issuer, with approval of the issuer's Board of Directors, in order to satisfy the tax withholding obligation of the reporting person in connection with the vesting of 1,988 shares of Common Stock.
- F2. Represents the closing price of the Common Stock on May 15, 2026.
- F3. 10,246 units of limited partner interest ("OP Units") in Hannon Armstrong Sustainable Infrastructure, LP (the "Partnership") are issuable upon the vesting and conversion of 10,246 long-term incentive plan units ("LTIP Units") in the Partnership. The LTIP Units were granted to the Reporting Person under the Issuer's 2022 Equity Incentive Plan, as amended.
- F4. 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.
- F5. N/A
- F6. These LTIP Units are held by HASI Management HoldCo LLC ("HoldCo LLC"). The Reporting Person is a member of HoldCo LLC. The LTIP Units reported represent only the number of LTIP Units in which the Reporting Person has a pecuniary interest in accordance with their proportionate interest in HoldCo LLC. The Reporting Person is voluntarily reporting their proportionate interest in HoldCo LLC's ownership of LTIP Units. The Reporting Person disclaims beneficial ownership other than to the extent of their pecuniary interest.
Key Figures
Tax-withheld shares: 961 shares
Withholding price: $41.19 per share
Shares after transaction: 19,084 shares
+3 more
6 metrics
Tax-withheld shares
961 shares
Common stock withheld to cover tax on vesting
Withholding price
$41.19 per share
Closing price of common stock on May 15, 2026
Shares after transaction
19,084 shares
Direct common stock ownership following tax withholding
Indirect LTIP Units
10,246 LTIP Units
Indirect interest via HASI Management HoldCo LLC
Underlying LTIP shares
10,246 shares
Common shares underlying LTIP Units on one-for-one basis
Vested shares triggering tax
1,988 shares
Common stock vesting that created the tax obligation
Key Terms
LTIP Units, OP Units, tax withholding obligation, Equity Incentive Plan, +1 more
5 terms
LTIP Units financial
"10,246 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
"10,246 units of limited partner interest ("OP Units") in Hannon Armstrong"
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.
tax withholding obligation financial
"in order to satisfy the tax withholding obligation of the reporting person"
Equity Incentive Plan financial
"granted to the Reporting Person under the Issuer's 2022 Equity Incentive Plan"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
pecuniary interest financial
"represent only the number of LTIP Units in which the Reporting Person has a pecuniary interest"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did HASI Chief Accounting Officer Michelle Whicher report on this Form 4?
Michelle Whicher reported a tax-related share disposition. The issuer withheld 961 HASI common shares at $41.19 per share to satisfy tax obligations arising from the vesting of 1,988 restricted common shares granted as equity compensation.
Was Michelle Whicher’s HASI Form 4 transaction an open-market sale?
No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were withheld by the issuer to cover tax liabilities on vested stock, a common administrative step in equity compensation programs.
What are the LTIP Units reported for Michelle Whicher in HASI’s filing?
The filing shows 10,246 LTIP Units held indirectly through HASI Management HoldCo LLC. These units can convert into 10,246 OP Units and ultimately may be redeemable for cash or HA Sustainable Infrastructure Capital common shares on a one-for-one basis, subject to conditions.
Does Michelle Whicher fully own the LTIP Units reported in the HASI Form 4?
She reports only her pecuniary interest in LTIP Units held by HASI Management HoldCo LLC. The footnote states she disclaims beneficial ownership of these LTIP Units beyond the extent of her proportionate economic interest in the holding entity.
AI-generated analysis. How Rhea-AI works. Not financial advice.
