Form 4: National Storage Affiliates Trust Director Acquires Incentive Plan Units

Steven G. Osgood, a director of National Storage Affiliates Trust, was granted 5,022 long-term incentive plan units (LTIP Units) that are scheduled to vest on the earlier of May 16, 2025, or the day before the next annual meeting of shareholders.

Summary

• On May 16, 2024, Steven G. Osgood, a director of National Storage Affiliates Trust, was granted 5,022 Class A common units of limited partner interest ('Class A OP Units') in NSA OP, LP, issuable upon conversion of 5,022 long-term incentive plan units ('LTIP Units').
• The LTIP Units were granted under the Issuer's 2024 Equity Incentive Plan and are scheduled to vest on the earlier of May 16, 2025, or the day immediately preceding the next annual meeting of shareholders.
• Vested LTIP Units, after achieving parity with Class A OP Units, are eligible for one-for-one conversion into Class A OP Units upon meeting conditions in the Partnership's agreement.
• Upon conversion, Osgood can redeem the Class A OP Units for cash equal to the market value of National Storage Affiliates Trust's common shares or, at the Issuer's option, receive shares on a one-for-one basis.
• The price of the derivative securities was determined using the closing price of the Issuer's Shares on May 16, 2024, which was $37.84.
• Following the reported transactions, the Reporting Person has total direct and indirect beneficial ownership in 8,955 vested LTIP Units and 5,022 unvested LTIP Units.
• Following these transactions, Osgood's total direct and indirect beneficial ownership is 136,058 Class A OP Units, including previously reported units and those reported herein.
• The reported securities are held by Steven Osgood TTEE Steven G. Osgood Trust dated 09/09/2019, for which the Reporting Person has voting and/or investment power.

Sentiment

Score: 7

Explanation: The sentiment is neutral to positive. It reflects a standard executive compensation practice, indicating confidence in the company's future performance. The grant of LTIP units aligns the director's interests with those of shareholders.

Positives

• The grant of LTIP Units aligns the director's interests with the long-term performance of the company.
• The vesting schedule provides an incentive for continued service and contribution to the company's success.

Future Outlook

The LTIP Units are scheduled to vest on the earlier of May 16, 2025, or the day immediately preceding the next annual meeting of shareholders, contingent on continued service and the terms of the 2024 Equity Incentive Plan.

Industry Context

This filing is a routine disclosure related to executive compensation and is typical for publicly traded companies. The use of LTIP units is a common method to incentivize management and align their interests with those of shareholders in the real estate investment trust (REIT) sector.

Comparison to Industry Standards

• Equity compensation is a standard practice in the REIT industry to attract and retain talent.
• Companies like Public Storage (PSA) and Extra Space Storage (EXR) also utilize similar equity-based compensation plans for their executives.
• The vesting schedule and conversion terms are generally in line with industry norms for LTIP units.

Stakeholder Impact

• The grant of LTIP Units aligns the director's interests with those of shareholders, potentially leading to decisions that benefit the company's long-term performance.
• Employees may view the equity incentive plan as a positive sign of the company's commitment to its leadership.

Next Steps

• The LTIP Units will vest according to the terms of the 2024 Equity Incentive Plan.
• The Reporting Person may convert vested LTIP Units into Class A OP Units and potentially redeem them for cash or shares.

Key Dates