Treadwell Steven B Form 3 National Storage Affiliates Trust / Steven B Treadwell ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:	3235-0104
Estimated average burden
hours per response:	0.5

1. Name and Address of Reporting Person^*

Treadwell Steven B

(Last) (First) (Middle)

5200 DTC PARKWAY

STE 200

(Street)

GREENWOOD VILLAGE CO 80111-2715

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/04/2016

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

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class A OP Units(1)	(1)(2)(3)	(4)	Common shares of beneficial interest, $0.01 par value	45,661(1)(2)(3)	(1)(2)	D

Explanation of Responses:

1. Pursuant to the agreement of limited partnership 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 this table are comprised of 17,000 Class A OP Units issuable upon the conversion of 17,000 vested long-term incentive plan units ("LTIP units") in the Partnership and 28,661 Class A OP Units issuable upon conversion of 28,661 unvested LTIP units. 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's agreement of limited partnership.

3. 14,000 of the 28,661 unvested LTIP units were granted to the Reporting Person under the Issuer's 2013 Long-Term Incentive Plan, and vest along a schedule at certain times prior to December 31, 2017, and the remaining 14,661 unvested LTIP units were granted to the Reporting Person under the Issuer's 2015 Equity Incentive Plan, and vest in three annual installments on January 1, 2017, January 1, 2018, and January 1, 2019, respectively, subject to continued employment by the Reporting Person.

4. N/A

Remarks:

	Steven B. Treadwell, by Jason Parsont, his Attorney-in-fact	10/14/2016
	** 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 5 (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.