Insider equity: NSA (NSA) CAO adds OP and LTIP units via awards

Rhea-AI Filing Summary

National Storage Affiliates Trust reported that Chief Accounting Officer John Esbenshade acquired additional partnership interests through equity awards and unit conversions. He received 2,599 Class A OP Units tied to 2,599 unvested LTIP Units under a 2026 award that vest in three annual installments on March 1, 2027, 2028, and 2029, subject to continued employment. He also converted 2,294 LTIP Units into 2,294 Class A OP Units. Following these transactions, he holds 25,901 Class A OP Units, along with 3,682 vested LTIP Units and 6,705 unvested LTIP Units, while disclaiming beneficial ownership beyond his pecuniary interest.

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

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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^*

Esbenshade John

(Last) (First) (Middle)

C/O NATIONAL STORAGE AFFILIATES TRUST

8400 EAST PRENTICE AVENUE, 9TH FLOOR

(Street)

GREENWOOD VILLAGE CO 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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)
			Code	V	Amount	(A) or (D)	Price

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class A OP Units(1)	(1)(2)	03/01/2026		A		2,599(2)		(1)(2)	(3)	Common shares of beneficial interest, $0.01 par value(1)	2,599(1)(2)	$0	25,901(4)(5)	D
LTIP Units(1)(2)	(1)(6)	03/01/2026		C			2,294(7)	(1)(7)	(3)	Class A OP Units(1)(6)	2,294	(7)	10,387(2)(4)(8)	D
Class A OP Units(1)	(1)	03/01/2026		C		2,294(7)		(1)	(3)	Common shares of beneficial interest, $0.01 par value(1)	2,294	(7)	25,901(4)(8)	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 2,599 Class A OP Units issuable upon the conversion of 2,599 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, which vest in three annual installments on March 1, 2027, March 1, 2028, and March 1, 2029, subject to continued employment by the Reporting Person.

3. N/A

4. 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 7 below, as well as 503 LTIP Units that were converted into 503 Class A OP Units on June 10, 2025) is 25,901 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).

5. 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.

6. 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.

7. Consists of 2,294 LTIP Units held by the Reporting Person which were converted into 2,294 Class A OP Units as described in footnote 6 above.

8. Following the reported transactions, the Reporting Person has total direct beneficial ownership in 3,682 vested LTIP Units and 6,705 unvested LTIP Units. The Reporting Person previously reported the 2,294 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 2,294 LTIP Units into 2,294 Class A OP Units.

Remarks:

	John Esbenshade, 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).
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FAQ

What insider transactions did NSA’s John Esbenshade report on this Form 4?

John Esbenshade reported equity awards and conversions increasing his interests. He received 2,599 Class A OP Units linked to unvested LTIP Units and converted 2,294 LTIP Units into 2,294 Class A OP Units, all at a stated price of $0.0000 per unit.

How many Class A OP Units does NSA’s CAO hold after these transactions?

After the reported transactions, John Esbenshade’s total direct and indirect beneficial ownership is 25,901 Class A OP Units. This figure includes previously reported units, the new 2,599-unit award, and units received from LTIP Unit conversions described in the filing’s footnotes.

What are the vesting terms of the 2026 LTIP Unit award reported by NSA?

The 2026 LTIP Unit award consists of 2,599 LTIP Units that can convert into 2,599 Class A OP Units. These units vest in three equal annual installments on March 1, 2027, March 1, 2028, and March 1, 2029, conditioned on John Esbenshade’s continued employment.

What LTIP Unit conversions did NSA disclose for John Esbenshade?

NSA disclosed that 2,294 LTIP Units held by John Esbenshade were converted into 2,294 Class A OP Units. The company notes these rows are filed voluntarily to provide notice of the conversion, as those LTIP Units had previously been reported on an as-converted basis.

What is John Esbenshade’s LTIP Unit ownership after the NSA Form 4 transactions?

Following the transactions, John Esbenshade has direct beneficial ownership of 3,682 vested LTIP Units and 6,705 unvested LTIP Units. The filing explains that some of the converted LTIP Units had previously been reported as Class A OP Units on an as-converted basis.

Does NSA’s CAO disclaim any beneficial ownership in the reported securities?

Yes. The filing states that John Esbenshade’s Form 4 is not an admission of beneficial ownership of all reported securities. He disclaims beneficial ownership except to the extent of his pecuniary interest, a common legal disclaimer in insider ownership reports.