10,246 LTIP units granted via LLC for HASI (NYSE: HASI) CAO
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
HA Sustainable Infrastructure Capital reported an insider equity award involving its Chief Accounting Officer, Michelle Whicher. An affiliated entity, HASI Management HoldCo LLC, received a grant of 10,246 LTIP Units under the 2022 Equity Incentive Plan at a price of $0.00 per unit, reflecting only Whicher’s pecuniary interest in the LLC’s holdings.
Upon vesting and achieving parity, these LTIP Units may convert into an equal number of OP Units, which can then be redeemed for cash or, at the company’s option, common stock on a one-for-one basis, subject to conditions in the partnership agreement. The filing also notes that performance targets for the period ended December 31, 2025 were not met for 1,365 shares, which therefore did not vest, leaving Whicher with 22,283 shares of common stock held directly after the update.
Positive
- None.
Negative
- None.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
Whicher Michelle
Role
Chief Accounting Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | LTIP Units | 10,246 | $0.00 | -- |
| holding | Common stock, par value $0.01 per share | -- | -- | -- |
Holdings After Transaction:
LTIP Units — 10,246 shares (Indirect, By HASI Management HoldCo LLC);
Common stock, par value $0.01 per share — 22,283 shares (Direct)
Footnotes (1)
- Previously included in this total were 1,365 shares which did not vest, as certain performance targets for the period ended December 31, 2025 were not met. 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. 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 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 his proportionate interest in HoldCo LLC. The Reporting Person is voluntarily reporting his proportionate interest in HoldCo LLC's ownership of LTIP Units. The Reporting Person disclaims beneficial ownership other than to the extent of his pecuniary interest.
FAQ
What insider transaction did HASI report for Michelle Whicher (HASI)?
HASI reported an equity award tied to Chief Accounting Officer Michelle Whicher. HASI Management HoldCo LLC, an entity where she is a member, received 10,246 LTIP Units at $0.00 per unit under the 2022 Equity Incentive Plan, reflecting only her pecuniary interest.
How many LTIP Units are involved in the latest HASI Form 4 filing?
The filing shows 10,246 LTIP Units associated with Michelle Whicher. These units can convert into 10,246 OP Units upon vesting and achieving parity, and those OP Units may be redeemed for cash or exchanged for common stock on a one-for-one basis, subject to conditions.
Who actually holds the LTIP Units reported for HASI’s CAO on Form 4?
The LTIP Units are held by HASI Management HoldCo LLC, not directly by Michelle Whicher. She is a member of this LLC and reports only the portion in which she has a pecuniary interest, while disclaiming beneficial ownership beyond that economic stake.
What happens to HASI’s LTIP Units after vesting and parity are achieved?
Once vested LTIP Units achieve parity with OP Units, they can be converted into OP Units on a one-for-one basis. The holder may then cause a redemption for cash equal to the market value of equivalent common shares, or receive HASI common stock instead, subject to adjustments.