Merger converts National Storage Affiliates Trust (NYSE: NSA) director’s units
Rhea-AI Filing Summary
National Storage Affiliates Trust director Dominic M. Palazzo, through a family trust, reported dispositions of 5,056 common shares of beneficial interest and 56,909 Class A OP Units on July 22, 2026. These NSA securities were converted or redeemed under a merger agreement with Public Storage at a 0.1400 exchange ratio, leaving no holdings reported in these classes.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 5,056 shares
Net Sell
2 txns
Insider
Palazzo Dominic M
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Class A OP Units F3, F4, F2 | 56,909 | -- | -- |
| Disposition | Common shares of beneficial interest, $0.01 par value F1, F2 | 5,056 | -- | -- |
Holdings After Transaction:
Class A OP Units — 0 shares (Indirect, See footnote);
Common shares of beneficial interest, $0.01 par value — 0 shares (Indirect, See footnote)
Footnotes (4)
- F1. Pursuant to the Agreement and Plan of Merger, dated as of March 16, 2026 (the "Merger Agreement"), between the Issuer, Public Storage and certain other parties, common shares of beneficial interest, $0.01 par value of the Issuer, inclusive of restricted shares, were converted into the right to receive 0.1400 (the "Exchange Ratio") newly issued common shares of beneficial interest, par value $0.10 per share, of Public Storage and cash in lieu of any fractional shares.
- F2. 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.
- F3. Pursuant to the Merger Agreement, each Class A OP Unit issued and outstanding immediately prior to the effective time of the Partnership Merger was (i) automatically converted into the right to receive a number of newly issued common units in Public Storage OP, L.P., equal to the Exchange Ratio or (ii), at the election of holders of Class A OP Units, redeemed in exchange for one newly issued unit in NSA OP JV, LLC which holds 80% of the equity of the joint venture with Public Storage that holds certain identified real estate assets contributed by the Partnership.
- F4. N/A.
Key Figures
NSA common shares disposed: 5056.0000 shares
Class A OP Units disposed: 56909.0000 units
Exchange Ratio: 0.1400
+1 more
4 metrics
NSA common shares disposed
5056.0000 shares
Indirect common shares of beneficial interest disposed on July 22, 2026 in merger conversion
Class A OP Units disposed
56909.0000 units
Indirect Class A OP Units in NSA operating partnership disposed on July 22, 2026
Exchange Ratio
0.1400
Newly issued Public Storage common shares per NSA common share under March 16, 2026 Merger Agreement
Post-transaction NSA holdings in these classes
0.0000 shares
NSA common shares and Class A OP Units reported as held after the July 22, 2026 dispositions
Key Terms
Agreement and Plan of Merger, Exchange Ratio, Class A OP Unit, pecuniary interest
4 terms
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger, dated as of March 16, 2026"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Exchange Ratio financial
"0.1400 (the "Exchange Ratio") newly issued common shares of beneficial interest"
The exchange ratio is the number used to decide how many shares of one company you get for each share you own in another company during a merger or acquisition. It’s like a recipe that tells you how to swap shares fairly, ensuring both companies’ values are balanced. This ratio matters because it determines how ownership divides between the companies' shareholders.
Class A OP Unit financial
"each Class A OP Unit issued and outstanding immediately prior to the effective time"
pecuniary interest financial
"disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest"
FAQ
What insider transactions did National Storage Affiliates Trust (NSA) report for Dominic M. Palazzo?
Dominic M. Palazzo reported indirect dispositions of 5,056 NSA common shares of beneficial interest and 56,909 Class A OP Units on July 22, 2026. Both positions went to zero after being converted or redeemed in connection with a merger involving Public Storage.
How does the Public Storage merger affect NSA securities in this Form 4 for NSA?
Under a March 16, 2026 Merger Agreement, NSA common shares were converted into the right to receive 0.1400 Public Storage common shares plus cash for fractional shares. Class A OP Units were converted into Public Storage OP units or, at holder election, units in an NSA–Public Storage joint venture.
What is the 0.1400 exchange ratio mentioned for National Storage Affiliates (NSA)?
The filing states an Exchange Ratio of 0.1400, meaning each NSA common share becomes the right to receive 0.1400 newly issued Public Storage common shares. This ratio also governs the number of Public Storage OP units received for each Class A OP Unit in the related partnership merger.
How were Dominic M. Palazzo’s NSA holdings structured according to this Form 4?
The NSA securities were held indirectly by the Dominic Mario Palazzo Trust UTAD 02/10/2000, for which Palazzo has or shares voting and/or investment power. He expressly disclaims beneficial ownership of these securities except to the extent of his pecuniary interest in them.
Does the National Storage Affiliates (NSA) Form 4 indicate use of a Rule 10b5-1 trading plan?
The Form 4’s Rule 10b5‑1 checkbox is not marked as affirming a trading plan, and the footnotes describe the dispositions as occurring pursuant to the Merger Agreement with Public Storage. There is no indication that these transactions were executed under a Rule 10b5‑1 plan.
What happened to Dominic M. Palazzo’s Class A OP Units in NSA’s operating partnership?
All 56,909 Class A OP Units were disposed of and reported as zero after the transaction. Footnotes explain that each unit became the right to receive Public Storage OP units equal to the 0.1400 Exchange Ratio or, at the holder’s election, a unit in an NSA joint-venture entity.
AI-generated analysis. How Rhea-AI works. Not financial advice.
