Nordhagen of National Storage (NSA) granted and converts OP and LTIP units

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

National Storage Affiliates Trust vice chair Arlen Dale Nordhagen reported equity-related awards and conversions tied to the company’s operating partnership. He was granted 12,567 Class A OP Units issuable upon conversion of unvested LTIP Units under a 2026 LTIP Unit Award Agreement in the 2024 Equity Incentive Plan.

Of these underlying LTIP Units, 4,631 vest in three annual installments on January 1, 2027, 2028, and 2029, while up to 7,936 may vest on January 1, 2029 based on performance criteria. In addition, 6,289 LTIP Units were converted into 6,289 Class A OP Units. Following these transactions, he has beneficial ownership of 2,561,438 Class A OP Units, plus 919 vested and 28,424 unvested LTIP Units.

Insider Trade Summary

12,578 shares exercised/converted

Mixed 3 txns

Insider Nordhagen Arlen Dale

Role Vice Chairperson

Type	Security	Shares	Price	Value
Grant/Award	Class A OP Units	12,567	$0.00	--
Conversion	LTIP Units	6,289	$0.00	--
Conversion	Class A OP Units	6,289	$0.00	--

Holdings After Transaction: Class A OP Units — 2,561,438 shares (Direct); LTIP Units — 29,343 shares (Direct)

Footnotes (1)

Pursuant to the agreement of limited partnership (the "Partnership Agreement") of NSA OP, LP (the "Partnership"), the Reporting Person has the right to cause the Partnership to redeem all or a portion of the Reporting Person's Class A common units of limited partner interest ("Class A OP Units") for cash in an amount equal to the market value of an equivalent number of the common shares of beneficial interest ("Shares") of National Storage Affiliates Trust (the "Issuer"), or at the Issuer's option, Shares on a one-for-one basis, subject to certain adjustments. The Class A OP Units in the first row of this table are comprised of 12,567 Class A OP Units issuable upon the conversion of 12,567 unvested long-term incentive plan units ("LTIP Units") in the Partnership which were granted to the Reporting Person pursuant to a 2026 LTIP Unit Award Agreement between the Issuer and the Reporting Person under the Issuer's 2024 Equity Incentive Plan. Of these, 4,631 vest in three annual installments on January 1, 2027, January 1, 2028, and January 1, 2029, subject to continued employment by the Reporting Person and 7,936 represent the maximum amount of LTIP Units that can vest on January 1, 2029 contingent upon the achievement of certain performance criteria. The Reporting Person will not earn any of the 7,936 performance-based LTIP Units if the minimum performance criteria is not met. The 7,936 performance-based LTIP Units are being reported here for informational purposes only. Vested LTIP Units, after achieving parity with 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 Agreement. N/A. The Reporting Person's total direct and indirect beneficial ownership of Class A OP Units following the reported transactions above (including the LTIP Units conversion described in footnote 8 below) is 2,561,438 Class A OP Units, which includes those Class A OP Units previously reported and the Class A OP Units reported herein (together with those securities convertible into, or exchangeable for, such Class A OP Units as specified therein). Excludes 7,085 previously reported LTIP Units granted on February 27, 2023 pursuant to a 2023 LTIP Unit Agreement, which did not vest upon the expiration of the performance period on January 1, 2026. 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. Pursuant to the Partnership Agreement, upon the achievement of certain conditions, a holder of LTIP Units of the Partnership is entitled to convert such LTIP Units into Class A OP Units of the Partnership on a one-for-one basis. Consists of 6,289 LTIP Units held by the Reporting Person which were converted into 6,289 Class A OP Units as described in footnote 7 above. Following the reported transactions, the Reporting Person has total direct beneficial ownership in 919 vested LTIP Units and 28,424 unvested LTIP Units. The Reporting Person previously reported the 6,289 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 2 and 3 of this Form 4 are being filed on a voluntary basis solely to provide notice of the conversion of the Reporting Person's 6,289 LTIP Units into 6,289 Class A OP Units.

Form 4 Insider Transactions: What Each Field Means →

03/03/2026 - 04:10 PM

SEC Form 4

FORM 4

UNITED 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^*

Nordhagen Arlen Dale

(Last)

(First)

(Middle)

C/O NATIONAL STORAGE AFFILIATES TRUST

8400 EAST PRENTICE AVENUE, 9TH FLOOR

(Street)

GREENWOOD VILLAGE

80111

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
National Storage Affiliates Trust [ NSA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice Chairperson

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A OP Units⁽¹⁾	⁽¹⁾⁽²⁾⁽³⁾	02/27/2026		A		12,567⁽²⁾		⁽¹⁾⁽²⁾⁽³⁾	⁽⁴⁾	Common shares of beneficial interest, $0.01 par value⁽¹⁾	12,567⁽¹⁾⁽²⁾⁽³⁾	$0	2,561,438⁽⁵⁾⁽⁶⁾	D
LTIP Units⁽¹⁾⁽²⁾	⁽¹⁾⁽⁷⁾	02/27/2026		C			6,289⁽⁸⁾	⁽¹⁾⁽⁸⁾	⁽⁴⁾	Class A OP Units⁽¹⁾⁽⁷⁾	6,289	⁽⁸⁾	29,343⁽²⁾⁽⁵⁾⁽⁹⁾	D
Class A OP Units⁽¹⁾	⁽¹⁾	02/27/2026		C		6,289⁽⁸⁾		⁽¹⁾	⁽⁴⁾	Common shares of beneficial interest, $0.01 par value⁽¹⁾	6,289	⁽⁸⁾	2,561,438⁽⁵⁾⁽⁹⁾	D

Explanation of Responses:

1. Pursuant to the agreement of limited partnership (the "Partnership Agreement") of NSA OP, LP (the "Partnership"), the Reporting Person has the right to cause the Partnership to redeem all or a portion of the Reporting Person's Class A common units of limited partner interest ("Class A OP Units") for cash in an amount equal to the market value of an equivalent number of the common shares of beneficial interest ("Shares") of National Storage Affiliates Trust (the "Issuer"), or at the Issuer's option, Shares on a one-for-one basis, subject to certain adjustments.

2. The Class A OP Units in the first row of this table are comprised of 12,567 Class A OP Units issuable upon the conversion of 12,567 unvested long-term incentive plan units ("LTIP Units") in the Partnership which were granted to the Reporting Person pursuant to a 2026 LTIP Unit Award Agreement between the Issuer and the Reporting Person under the Issuer's 2024 Equity Incentive Plan. Of these, 4,631 vest in three annual installments on January 1, 2027, January 1, 2028, and January 1, 2029, subject to continued employment by the Reporting Person and 7,936 represent the maximum amount of LTIP Units that can vest on January 1, 2029 contingent upon the achievement of certain performance criteria.

3. The Reporting Person will not earn any of the 7,936 performance-based LTIP Units if the minimum performance criteria is not met. The 7,936 performance-based LTIP Units are being reported here for informational purposes only. Vested LTIP Units, after achieving parity with 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 Agreement.

4. N/A.

5. The Reporting Person's total direct and indirect beneficial ownership of Class A OP Units following the reported transactions above (including the LTIP Units conversion described in footnote 8 below) is 2,561,438 Class A OP Units, which includes those Class A OP Units previously reported and the Class A OP Units reported herein (together with those securities convertible into, or exchangeable for, such Class A OP Units as specified therein). Excludes 7,085 previously reported LTIP Units granted on February 27, 2023 pursuant to a 2023 LTIP Unit Agreement, which did not vest upon the expiration of the performance period on January 1, 2026.

6. 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.

7. Pursuant to the Partnership Agreement, upon the achievement of certain conditions, a holder of LTIP Units of the Partnership is entitled to convert such LTIP Units into Class A OP Units of the Partnership on a one-for-one basis.

8. Consists of 6,289 LTIP Units held by the Reporting Person which were converted into 6,289 Class A OP Units as described in footnote 7 above.

9. Following the reported transactions, the Reporting Person has total direct beneficial ownership in 919 vested LTIP Units and 28,424 unvested LTIP Units. The Reporting Person previously reported the 6,289 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 2 and 3 of this Form 4 are being filed on a voluntary basis solely to provide notice of the conversion of the Reporting Person's 6,289 LTIP Units into 6,289 Class A OP Units.

Remarks:

	Arlen Dale Nordhagen, by Zoya Afridi, his Attorney-in-fact	03/03/2026
	** Signature of Reporting Person	Date
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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Arlen Dale Nordhagen report for NSA on this Form 4?

Arlen Dale Nordhagen reported awards and conversions of partnership-related equity units. He received Class A OP Units tied to new LTIP awards and converted existing LTIP Units into additional Class A OP Units, with no open-market buying or selling reported in this filing.

How many Class A OP Units are linked to Nordhagen’s new LTIP award at National Storage Affiliates Trust (NSA)?

The filing shows 12,567 Class A OP Units issuable upon conversion of unvested LTIP Units. These units were granted under a 2026 LTIP Unit Award Agreement within NSA’s 2024 Equity Incentive Plan, reflecting a mix of time-based vesting and performance-based potential vesting.

What are the vesting terms for Arlen Nordhagen’s new NSA LTIP Units?

Of the LTIP Units underlying the 12,567 Class A OP Units, 4,631 vest in three annual installments on January 1, 2027, January 1, 2028, and January 1, 2029. Up to 7,936 additional LTIP Units can vest on January 1, 2029 if specified performance criteria are achieved.

How many LTIP Units did Nordhagen convert into Class A OP Units at NSA?

Nordhagen converted 6,289 LTIP Units into 6,289 Class A OP Units on a one-for-one basis. The filing notes these LTIP Units were previously reported on an as-converted basis, and the conversion is recorded here to give formal notice of the change in security form.

What is Arlen Nordhagen’s beneficial ownership in NSA Class A OP Units after these transactions?

After the reported transactions, Nordhagen has beneficial ownership of 2,561,438 Class A OP Units. He also directly holds 919 vested LTIP Units and 28,424 unvested LTIP Units, separate from performance-based LTIP Units that will not be earned if minimum performance criteria are not met.

Do all of Nordhagen’s performance-based LTIP Units at NSA automatically vest?

No. The filing states that none of the 7,936 performance-based LTIP Units will be earned if minimum performance criteria are not met. These units are reported for informational purposes and only become eligible to convert into Class A OP Units if stated conditions are satisfied.